VISIONKING's: Beast Wars, Season Two
by V.I.S.I.O.N-K.I.N.G
Summary: A sequel to my 1st Beast Wars story. After the Quantum Surge hit the planet, many Maximals & Predacons undergone a change into Transmetals. Even new Transformers called Fuzors enter the war. But even more shocking, is few humans gain strange powers & become like Metahumans. The war & battle for the 'Key' enters a new chapter. One where the stakes are higher then before.
1. Chapter 01: Aftermath

Greetings to everyone, this is the story you all been waiting for. A Season 2 of Beast Wars, & I bet many are itching to see…what sort of events may happen. Well after much time, effort, & a bit of research parts by the King Of Visions, we'll get to experience a new story filled with new marvels of thrills, chills, action & suspense. Followed by at the very end where one will **ENVISION** something that will be the wildest dream come true. So then, what are we waiting for, it's time to begin…

* * *

 **Beast Wars**

 **Season 2**

 **Chapter 01: Aftermath**

Last Time In Season One's Finale, Optimus Primal took a remodel Stasis Pod to act like an escape ship with one path…towards the alien Planet Buster. The plan was to use a Transwarp Explosion to take out the alien weapon bent on destroying the Earth & wiping out not only Maximals & Predacons, but all other lifeforms; including the humans that live on that world. But unknown to anyone, from the treachery by Taranulas & the sneaky fowl play by Megatron, Optimus was on a one way ticket with no return. With a final cry from Optimus Primal when Megatron rub the Maximal Commander in pity he won't see how things end, the pod reach into the core of the alien machine, as it exploded soon afterwards. The explosion caused a chain reaction, stopping the Planet Buster from destroying the planet, & imploded in a grand explosion: unleashing energy shockwave rings to spread & expand followed by part debris mix with Optimus Primal's own…

And now, our story continues…

* * *

 **MEANWHILE**

 **AT THE MAXIMAL BASE**

The scene begins to open around as everything was pitch dark. The monitors in the Command Center were on static, as the lights seem to have gone dark at this hour. Those seen in the Command Center were the only active Maximals around. There was Rattrap, Airazor, Tigatron, Cheetor, K-9, Armordillo, Wolfang, Razorbeast, Snarl, Jackrabbit, Bonecrusher, Dive-Bomb, B'Boom, Claw Jaw, Cybershark, Diver, Gimlet, Sharp Edge, Grizzly-1, Wingblade, Leo, Override, Larkshot, Aquarius, Mach Kick, Iron Duke, Auroras, Ivor, Icthyo, Grimlock, Drifter & Lynxa each showed their expression of a silent shock look. Even their human allies from Jeremie, Ulrich, William, Yumi, Sissi, Odd, Aelita & Artemis, were just as equally shock by how things occurred. Because at this time when it looked like the Planet Buster was about to destroy them, something occurred that saved them all, but rejoicing was far from their minds. For the static connection was lost, & the one on the line, was lost to…

"Big…Bot?" Cheetor slowly spook out in shock, what happened to their commander: they just, lost Optimus Primal's signal without warning.

"What…just happened?" B'Boom asked in feeling so confused, unsure in what to take any of this.

"How the Galaxy would I know, I'm as lost as anyone here?" Grizzly-1 protest out loud, this whole thing has gone way over.

While everyone was lost in what had occurred, no one was paying attention to…a certain She-spider Predacon.

"It's time for this lady to go." Blackarachnia issued forth under her breath: with the Maximals distracted, she slips down a corridor hall with one thing in mind: Escape Under Confusion.

"We must gather our thoughts, & approach this carefully." Iron Duke spoke while being in a calm position, trying to not let his emotions run wild.

"Darling, I think we can agree, this is NOT what we were expecting?" Aquarius exclaimed to say while feeling even this cadet felt this action wasn't right.

"Well Jeremie, any ideas?" Ulrich asked in looking to the smart guy in the room.

"Ugh, well…maybe check the system? Maybe there's something we missed?" Jeremie quickly thought about it before coming up with some kind of ideal matter.

"Good thinking smart guy, stand aside." Rattrap stated on the kid having thought up something that can get them answers.

Wasting no time to be spacing out, Rattrap sat in a console chair to rotate it near the console monitor to try to get the screen to work.

"Oh come on? COME ON!" Rattrap begged out for the system to work for him, but no dice. "Neigh!/Punch!" Then he smashed his fist in the screen that caused the static to disappear & bring the base's functions back online. "Hugh, that's better?" Rattrap signed with relief that he got the system to work now. "Computer; Report!" He issued forth in liking an update on the current situation.

" _Alien Construct - Destroyed._ " Sentinel issued off to state that the Planet Buster that tried to destroy the planet, was no more.

"Ohhh! Later for 'that' hunk of junk! Where's Optimus?" Rattrap snapped off in not caring about such cases, as he & everyone had pressing matters of concern to deal with: the whereabouts of their leader that dived in to destroy the alien device that would have destroyed them all.

"Yeah! Give us the Important Stuff!" Jackrabbit exclaimed in feeling on edge here.

"What has happened to our commander?" Drifter asked in also sounding much concern, they must know the truth.

Much time passed, as the system run a diagnostic review & scan on Optimus Primal's whereabouts. Everyone gathered to hear the news that would impact the moment of suspense, their worries, & fears…

" _Unit…Optimus Primal…_ " Sentinel's voice was heard in about to make this statement while slowly processing the data, preparing to reveal news on Optimus' case.

But the news, would be unsettling because Optimus Primal was…

* * *

 **AT THE SAME TIME**

 **AT THE PREDACON BASE**

" _Destroyed._ " The female computer voice showed a tech-sphere that displayed Optimus Primal's data, labeling off in Cybertronian language that the Maximal Commander was…destroyed.

And from that, caused many of the other Predacons that gather around Megatron on their hover platforms to let off evil cackles to point & tease; finding this news wondrous that the Maximal Commander was….no more. They were all present by Megatron: Terrorsaur, Waspinator, Scorponok, Razorclaw, Lazorbeak, Manterror, Iguanas, Spittor, Shadow Panther, Snapper, Double Punch, Buzz Saw, Manta Ray, Scylla, Sky-Byte, Ripteeth, Sling, Insecticon, Jetstorm, Powerpinch, Retrax, Drill Bit, Vice Grip, Dragon Wing, Leatherhide, Venomess, Fractyl, Killer Punch, Archadis, Hardhead, Raid Jango, & Rime Walrus. Course only a few were heard laughing sinisterly while the serious types, remain silent to absorb the news of Optimus Primal's demise.

"Seems like things have certainly turn from the worse, to our favor." Venomess smiled off in seeing the situation favor them now.

"Yes! We get to live another day!" Sling cheered off stupidly that they are alive.

"The-hahahaha, too bad the same can't be said for the other side." Ripteeth laughed off in amusement to state the Maximals aren't taking the news as good as they are.

"Megatron. You've done it!" Scorponok came to congrats his leader in succeeding such an in accomplishment. "GUuuaugh?" But then yelped when he was pushed off by Megatron in needing his space.

"Wazzpinator happy to zee the end of Alien Machine. Teheheehh…" Waspinator was seen nearby sounding very pleased to see that the weapon meant to destroy the planet they live was no more. "And Optimus Primal too." He issued off to say in patting Megatron's right shoulder in being glad an enemy that lead the Maximals is no more, thanks to the Predacon Commander's sly action on the event.

"Gruhuhuhuh….Yes…I am good, aren't I?" Megatron lets off a low chuckle to compliment himself in feeling the job was well deserve on his part.

"GRuuuo-oowwhh…" Then Megatron whacks Waspinator from his side in being too close, much to the bug bot moaning from the pain.

"But we can discuss my brilliance later." Megatron became serious as he cuts off the times to marvel at his victory can be discussed later in due time. "Now there is work to be done." Megatron declared off that they have some work that needs their attention.

"Work?" Spittor raised an eyebrow in having heard this out of nowhere.

"Well that was a short celebration." Insecticon pointed off in how short they were enjoying the moment.

"What kind of…work?" Terrorsaur hovered nearby in liking to know, what sort of work they are discussing.

"The Predacon kind." Megatron cuts in to state this off with a stone cold tone about the work they need to work with. "We must defeat the remaining Maximals while they mourn their poor…departed leader." Megatron explained forth the plan, while the Maximals feel traumatized over Optimus Primal's demise, they'll strike.

"I see…without a leader, their group will be in total chaos." Shadow Panther held his chin to see how they can use the chaos to their advantage.

"Yes, but don't forget, they have a few that can lead squad units the same as us." Sky-Byte pointed off that there are some Maximals that can lead, thus they are some Field Commanders if trouble should arise.

"Please, during such confusion, they will let their emotions distract & block their judgement." Drago Wing waved off in stating they shouldn't be worried in the slightest.

"Hmmm…sounds like we'll have the upperhand. And then what comes next?" Hardhead hummed to himself before the bot was curious, how would they proceed.

"Huhuhhuhu….next will be easy for anyone to do." Megatron let off a low dark chuckle in commenting what comes next. "Once we defeat the Maximals, the final objective will be to seize the Key they no doubt have aboard their base. Keeping it safe from the alien device meant to destroy us, & now it's time…to collect what's ours." Megatron declared in what the next step will be, seizing Aelita, the Key, for their evil plot. "This Will Be…THE FINAL BATTLE!" He smiled forth to grasp his left fist in declaring the final battle: is at hand.

"BUrrrmmm-Buuurrmmm…" Suddenly at this time, the alarms were going off as the Predacon Base was detecting…a problem. " _Warning! Sensors Detect Quantum Surge Approaching Planet._ " The female computer voice issued off to alert with a digital image of a surge of Quantum energy coming at them like a supernova wave.

"Wait, a Quantum Surge!?" Double Punch yelped a bit in surprise by such things.

"Wow, that's an unexpected buzz kill at the moment?" Sling raised an eyebrow in thinking the good mood was shifted suddenly.

"To your stations, quickly!" Megatron gave a stern glare in ordering his troops to their stations, something was about to come, & they must brace for it.

"What's going on?" Manta Ray asked puzzled in what was going on.

"NRrruaagh….a Quntuam Surge…is the results in performing a Transwarp Explosion. Part shockwave & part energy/radiation wave, & it's heading straight for us!" Raid Jango snarled off as he access the screen labtop nearby in being a security monitor to know, the danger they are about to face.

"What'll happen when it hits?" Scylla asked in not liking the sounds of this.

"We're about to find out." Fractyl issued off that whatever is coming, they best be ready.

* * *

 **MEANWHILE**

 **WITH THE MAXIMALS CURRENT SITUATION**

Returning to the Command Center, everyone was still absorbing the facts; that Optimus Primal, the Maximal Commander…was now no more. Cheetor felt so down that he drop into a console chair, the young cadet who cared for the commander like a best friend, & losing a best friend to save them all…is a harsh way to go.

"Hugh…I should have been on that pod?" Cheetor sat as he sulked in feeling he should have flow that pod to destroy the Planet Buster, not their commander: not Optimus of all bots.

"Easy Cheetor. Optimus did what he thought was best." Airazor rested her hand on Cheetor & spoke in trying to cheer the young cadet up about knowing why Optimus did such a risk. "And saved the whole planet doing it." She spoke with honesty in knowing that Optimus did the action as the greater call of duty; putting one's needs aside for the sake of every life on this world.

"Not just the planet, but everything that lives on it." Yumi pointed out that Optimus saved all life living on their world.

"Including all of humanity." Sissi looked down how their friends, family, all humanity, owes Optimus a thanks for saving them.

"Even so…things are not gonna be the same around here…not without Optimus around." Bonecrusher looked down in sulking over the fact, things won't be the same without Optimus around.

"Yeah, he kepted us in check, no who's gonna do that?" Razorbeast nodded in also agreeing that whenever some of the bots…well, broke things, Optimus kept them straight.

"Hey, ease up, lets try to remember him for what he did. Right?" Diver slipped in to try to lighten up the mood.

"Yeah, I…I guess we can try?" Gimlet shtug off lightly to say, but the effort was only half-working.

"But still it makes no sense, why didn't he leave the ship as plan?" Tigatron asked off in why Optimus Primal did not perform the plan as they gone over: eject from the pod when it was close enough for a self-destruct.

"I agree, I mean come on, even Grimlock would have left before going into the mouth of a Planet Buster." Mach Kick exclaimed in thinking anyone could have flown a ship & then eject before getting too close to destroy a Planet Buster.

"Yeah, me Grimlock would….ugh, wait, was that sarcasm or a remark?" Grimlock was almost gonna say, but stopped to think in how this discussion was sounding fishy.

"Even so, Optimus would not make such an error. So how did this occur?" Tigatron questioned why Optimus didn't bail out, it made no sense.

Then Rattrap had the console chair slide back near Tigatron in hearing the topic about why Optimus' plan didn't proceed as they went over.

"Good question?" Rattrap commented to stand up from the seat, thinking something was rotten about the whole thing backfiring. "And I know 'just' who to ask?" He was narrow his eyes in sounding a bit ticked in knowing, who to ask that was 'in-charge' of helping them.

Rattrap took his blaster out to aim it directly by the center console table, but…there was no one there.

"Slag! That sneaky ball of legs took it on a lamb." Rattrap cursed off in seeing that Blackarachnia fled the scene when no one was looking.

"She must have slipped away while we were mourning losing Optimus." Auroras narrow his eyes in seeing the she-spider made use of their distraction of losing their commander.

"She must have sabotaged the pod. That's the only explanation why Optimus didn't escape." Lyxna stated with an upset expression, how could the she-spider do that after Optimus was going easy on the young fembot of the Predacons.

"It…may not have been her…specifically?" Artemis spoke up to say this in bringing attention.

"What do you mean Artemis?" Icthyo approach the gynoid in why she would say such a thing.

"She was trying to get the plans for the pod from Tarantulas, but he was unconscious. So…she perform a Cortical Psychic Patch." Artemis explained what Blackarachnia was doing at the time.

"What's that?" Jackrabbit raised an eyebrow in not knowing about some procedure.

"A procedure that was banned by the Autobots, you can look into another bot's memory, but the mental experience could be costly." Leo explained firmly in the older bots having heard about such a procedure, & how dangerous it is.

"They say sometimes, one bot's mind, can end up with the thoughts of another bot from going into their body." Override explained how risky such an attempt would happen, & what it does.

"Then…Taranulas might have done so?" Aelita pondered to think that Taranulas was the real culprit.

"Not likely, we caught Inferno, he might have setup the sabotage if the spiders wanted to escape the planet." Wingblade shook his head in thinking a third party was responsible.

"Lets find Blackarachnia & interrogate her for answers." K-9 spoke in making this suggestion, find the Pred & get the truth from her.

"I'll hunt her down." Tigatron issued off to say with a firmly serious expression; if Blackarachnia is the culprit of what happened to Optimus, he will not let her escape.

Soon Tigatron was transforming into his Beast Mode form while letting off a tiger's growl. The hunt for who sabotage Optimus' ship was about to begin until…

" _Alert!/BEEP-BEEP!_ " Sentinel's voice was heard from some beeping noises that caught everyone's sudden attention. " _Quantum Surge Detected. Vector 597!_ " The male computer voice issued off in stating what was detected to be approaching them from the coordinates.

"Woah, hold it stripes!" Rattrap issued off to stop Tigatron from going anywhere with a worried look. "I think we got a BIGGER problem?" Rattrap issued off to say this in feeling concern about what's coming their way.

"Um, how big we talking about?" Odd asked in having a bad feeling in where this may go depending on the response…

"Bigger then you can even know it." Wolfang explained the case which made everyone become worried now.

* * *

 **ESLEWHERE**

 **DOWN THE AXELON'S CORRIDOR**

The scene changes to show Blackarachnia was in Beast Mode, & was crawling on the ceiling down the corridor hall until it came to a 'T' shape split of left & right.

"If I remember right? The exit is this way." Blackarachnia issued off to recall the exit out of the Axelon was to the left.

Suddenly without warning, the she-spider yelped as her eyes glowed…green!? She struggled from what was happening to her, as if feeling…something was wrong.

"Mustn't go yet…Partner." Blackarachnia wave off her feelers as she spoke, but not in her own voice, it was the witty remarks of…Tarantulas!

At this moment, Blackarachnia jump down from the ceiling to transform into Robot Mode: reacting in an alarm state.

"Tarantulas!?" Blackarachnia exclaimed off to mention the name of the twisted scientist she partnered with, but he's no where in sight. "Where Are You?" She demanded to know where Tarantulas was, how can she hear him when he isn't physically present. "AAAHhh-AARrrughhhhh!" Then she made a loud she-shriek as she clutch her head.

Everything in Blackarachnia's world view flash a bright green, & then spark out as a tiny light within a dark world. Slowly, Blackarachnia finds herself in a dark place where a light shined from above; just where was she taken, was it…Tarantulas' doing?

"Teheheh-Hahahaaahh…" Tarantulas was heard making his wicked & creepy little laughter in the echoes. "I'm HERE! Inside your pretty little head." He spoke off as a voice to explain, that he was inside Blackarachnia's head. "Controlling your pretty little thoughts." He explained forth that he was in charge in how to make the she-spider obey him.

That's when it hit her, Blackarachnia was trying to get the info out of Tarantulas' mind, but while she was at it, he secretly uploaded his consciousness into the she-spider when his body was damaged.

"Uuuuagh…Don't count on it, Quasar-Brain!" Blackarachnia groans in disturbed reaction to having been told this. "Nobody Controls ME!" She snapped off that she is her own, no one controls her but herself.

"Hehehahaahh…You always were Amusing?" Tarantulas' voice was heard cackling in being amused by such defiance. "Unhappily, we have no more time to PLAY!" He issued off in sadly stating, the time of playing around is far pass them.

"Trrisisvhmmm…/ARrrughhh-ARrrughhh!" Blackarachnia yelped as without warning, she was caught…in an Energon Spider-Thread web trap. "ARRRUUAArrrrughhaaaahhhh!" The She-spider was heard making a loud shrieking cry of what was happening to her.

"The-Hah-Hah-Hah-Hah-Hah-Hah-Hah…." Then all of Blackarachnia's world revealed she was a tiny prey caught in the web of Tarantulas in his spider Beast Mode; as he found this amusing to his sick twisted sense of humor.

"ARRrugh-ARRRuagh-ARRAAAughhh….ARRRRAarrrrr…" For all her shrieks & cries, Blackarachnia was now a prisoner under Tarantulas' complete control over her own will.

Everything soon goes into total darkness from events occurring within the mind…

* * *

 **MEANWHILE, ABOVE THE PLANET…**

Above the Earth, the Quantum Surge was seen approaching the planet at a vast speed. The energy force that it was admitting looked like nothing no one has ever seen. The scariest part, was what happens after it makes contact with the planet's surface.

* * *

 **ELSEWHERE IN ANTIGO**

 **UNDERNEATH THE JUNKYARD**

In an underground shelter, Mr. Belpois was seeing a large gathering of crowds of fellow town's folk of Antigo gossiping & panicking. Because many wanted to get out, believing that the shaking that was going on from the Planet Buster was no more, believed it was safe to leave.

"Everyone calm down! HIGH-TECH is not letting us out, not until all is safe. Professor Sumdac has said so." Mr. Belpois tried to use a mike speaker to speak loudly to get the crowd to calm down.

"But Mr. Belpois, what about my sister Yumi, Jeremie & the others?" Hiroki asked from nearby, worried if his sister was gonna be okay.

"Right, what's happening outside?" Johnny asked in also sounding a bit worried.

"I wish I could tell you, but…" Mr. Belpois was about to say until…

"BRuuvhmm-Bruvhmmm….Bruvhmm…." Then without warning, loud siren alarms & red flashing alert lights went off, causing folks to become worried. "Attention! Everyone must remain where they are, due to the alien craft's destruction, the planet is about to face an energy wave crisis. We at HIGH-TECH will use our devices to help shield mankind from the affects as best we can." A male voice was heard on the loud speaker function, warning everyone of some danger coming & would provide some protection.

Course that announcement did not settle well with all those pack together, & believed the worse has yet to come...

"Something is heading towards us?" Amelia yelped in hearing this news.

"That doesn't sound good?" Tamiya stated in thinking that can't be good.

"Mr. Sumdac, what's going on?" Mr. Belpois used a nearby monitor to talk to the professor on the other side.

"I'm afraid it's as the announcement reported. Something is heading for the planet, get everyone to treat this like an earthquake, hurry! We're not sure if even the tower's energy can withstand such a force." Professor Sumdac issued off a warning after confirming they are not out of the woods yet.

Mr. Belpois seem really worried because that news, did not sound good at all. Without delay, the area began to shake, & the man had to organize everyone for an earthquake drill precaution of what's to come.

* * *

 **RIGHT NOW**

 **AT THE MAXIMAL BASE**

Changing the scene to the Maximal Base, everything began to shake & alarms were going off like crazy. Nearly everyone was bracing for the impact that was coming. Some of the Maximals were at different console controls in pressing buttons to set everything for a defensive encounter.

"Exterior shields to Maximum!" Cheetor reported in that the setting of the shields are at their max course.

"We got power fluctuations all over the board." Airazor issued off in noticing something of their situation. "They'll never hold?" She exclaimed that at this rate, everything will drop due to the energy output difference they are about to endure.

"Make Them Hold!" Rattrap then turned around from his console screen to issue this off with a firm remark. "Optimus didn't Blown himself up, just so we could get scrapped by Space Junk!" The rodent remarked off that after everything Optimus did to save them & the planet, only to get wasted by falling space debris was the last on anyone's mind.

"That isn't very encouraging, rodent-face!" Jackrabbit remarked off that hearing about their commander being blown up isn't a helpful thing to be reminded of.

"Neither is smart-remarks, hare-ball!" Rattrap glared at the rabbit bot for not realizing, they have no time to rethink the situation coming at them.

"Would you two FOCUS Already!" Dive-Bomb snapped off for the bots to not lose themselves in mindless argument.

"Children, stay close to us for cover!" K-9 instructed the children nearby to be with those that had shields ready to protect the humans.

Soon the Quantum Surge was entering the atmosphere of the planet, breaking through it like it was nothing. "POWWFRuvhmmm…." It unleashed a powerful energy force within the wave ring about to touch the planet. And the first target close by was the Maximal Base.

"That sounded really close?" Snarl stated in hearing from a distance, that the surge was nearly here.

"This is it…" Claw Jaw issued off in knowing this will be it now.

"Impact 5…4…" Tigatron was alerting of how long until the impact comes; as everyone was bracing themselves. "3….2…" Tigatron grip the board, as he awaits with caution of what's gonna hit.

"ONE!" Jackrabbit yelled out loud at this moment.

Outside the base, the surge was coming up so close at this point, it was almost inches away until….it finally happened.

"BAM-BAM-KABOOMFruvhmm…" Within the base, explosive forces were hitting the structure that was causing everything to react like a great force & shaking feedback to cause systems to make spark implosions.

"GWAAAAaughhh!" The implosive force jolted Airazor out of her console chair to skid backwards. "Guuuhhah…" The impact was slightly rough from what she felt.

It was finally here, the Quantum Surge was making contact as it's light was enveloping the entire Maximal Base while it was slowly leveling other obstruct structures; such as the rocky canyons. But some of those heavy falling rock debris fell & made impacts on the base's structure.

"Waugh…Gugh…?" Cheetor was next to be pushed backwards from what impacted outside. "GUuuagh?" The young cadet moans from being tossed & hit the center console table.

"Waaaaughshh…GUuuwaagh?" Rattrap was heard screaming as he was knocked out of his console chair before hitting the ground.

"GWWRruraarrughaarrughh!" Tigatron was yelping from having to hold on tight to his post…

"Wha happening…./POWFruvhmmm…/UUUrughh!" Grimlock tried to move, but then a piece of ceiling board fell & smack him in the face while dropping. "TRIsivhmmm…" Course Grimlock was not careful, & his arm broke apart the haul surface of a nearby CR Chamber.

" _Warning, CR Chamber haul breech._ " Sentinel's voice alerted a damage breech in the chamber's haul.

"Hugh! Rhinox!" Aelita gasped in seeing Rhinox's CR Chamber was damage, & went to help.

"Aelita, wait!" Jeremie tried to reach out, but the girl ran too far from the shields.

"Woah, Incoming!" Odd looked up to suddenly dash off in what's coming next.

"CReakvhmmm…/Hugh…Aaahhh!/CLUPVvhmmm…" Aelita looked up as something broke from above to drop, but Odd tackled the pink girl before the stuff hit her; & they both fell across behind the center console table.

"Odd! Aelita!" Sissi called out in seeing their friends, but was held back from more stuff coming apart on the scene.

Everything in the base was sparking out from the force that was literally trying to tear it apart from the outside to the inside.

"Alert, I'm detecting an incoming presence of energy." Artemis forewarn the others in what she was detecting that was coming.

"Say wha?" Ulrich raised an eyebrow in having heard this warning of what is coming next at them.

At this time outside the Maximal Base, everything was blue from when the surge made it's first impact. But while this was happening, energy particles were seen flying across to come into contact with the structures all over. And then soon within the Maximal Base, them very white light particles were showering down through like shooting stars, as Tigatron brace for impact.

"YIKES! We're under attack!" Jackrabbit yelped from what was coming & piercing through them.

Just as Airazor held up her hands to block what was making contact, she noticed the light particles were only phasing through the body without feeling a thing.

"This stuff….it's phasing through?" Leo commented in seeing this stuff was hardly affecting them.

"Incredible, lightwave particles…I can't imagine seeing them up close?" Jeremie commented that this was something out of science-fiction.

"Are they dangerous?" Yumi asked in fearing this stuff will affect them.

"Well, it doesn't look like they have any affect on the Maximals or us?" Jeremie commented in what he can guess as nothing seems to have caused any problems.

"Of really Smart Einstein? Then what do you call…THAT!" Grizzly-1 remarked off to point at something that was happening just nearby.

At the very moment, bright light was shining forth in the Command Center, & the source was seen which lead to some surprising shocks…

"GYAAH-AAAHHHAAahhhh!" Cheetor was seen kneeling on his knees, held out his hands in front as he was screaming; a GLOWING WHITE!?

"CHEETOR!" The children yelled out in shock, what was happening to the Maximal cadet.

Cheetor continued to struggle against what was happening to him, but then another thing occur from nearby.

"Don't look now, but SPOTS ain't the only bot!" Grizzly-1 exclaimed in noticing something else about to happen around the corner.

"GYRUUhhh-EEeehhh-AAHhh…RUuurughmm…" Rattrap was seen getting up to suddenly make a squealing cry in feeling the particle rays impacting his back to make him wail from something going on. "Clunk...Clunk…" Just before passing out on the floor with a hard thunk of metal impact.

"Not you too Cheese-Breath!" Jackrabbit gasped in seeing something was happening to Rattrap all of a sudden, as he was glowing the same as Cheetor.

"WWwoauugh…AAAaughh!/CLUNK!/GRRUuuaugh!" Suddenly the shaking caused Bonecrusher to trip & fall across other Maximals nearby which knock them out.

"This is really bad!" Sissi stated in seeing that many of the Maximals that have been knocked out by the console boards or by falling ceiling objects, are tripping & colliding against one another during this Quantum Surge.

"Gu-gu-GUYSsss…." Odd's voice was heard from behind the center console table beneath it.

"Odd, hey man, you o….oh…?" William approach to help his friend, only to yelp & to move backwards.

"William, what's wrong with…hugh?" Yumi was about to help too, but also backed away in shocking surprise.

That's when Odd's hand grasp the center console table, but the children yelped in witnessing that it was glowing brightly as clear as white. And the rest of Odd's body was glowing as if, the Quntuam Surge really WAS affecting the human structure.

"Uuuuugh…I…Don't…Feel…So Good?" Odd groans from clutching his stomach, as he was suffering from some emissive pain before dropping down to pass out.

"I thought these things couldn't affect humans Jeremie?" Ulrich looked to the genius for answers, how was this possible.

"I don't know, we're fine, but Odd is glowing, and…Oh no…What about Aelita…!?" Jeremie was trying to think of an answer, until he became worried about the pink haired girl.

"AAaaugh….AAarrrugh…." Aelita was seen on the floor, clutching her stomach & rolling on the ground; her body was glowing so bright, it hurts until… "WAAARRrughhh-AAAAAahhhhhhh!/AAaahhhh-AAAAahhhhh-AAAahhhh…" She unleashed her inner powers when she screamed from the massive pain, her angelic voice echoes as a brighter light shoots off waves all over the command center.

The children yelped as the waves knocked into them, knocking the group into an unconscious state. No one knows why, but Aelita's power spread across the planet beneath the ground as it was mixing with the affects of the Quantum Surge; causing everything to change…The entire scenery was going dark as everyone was unable to handle the shaking & what was happening; that they've all had long lost consciousness. Everything that was happening would continue even without anyone being awake to see it through.

* * *

 **AT THE SAME TIME**

 **AT THE PREDACON BASE**

Meanwhile happening at the same time, the Predacon Base was also being impacting by the same Quantum Surge. It was causing everything to shake & rattle the metal. "Trisivhmm…/CLUNK-CLUNKFruvhmm…/KABLAM-KABLAMvhmmm…" The circuit boards were sparking & metal frames from above were breaking apart, some nearly landed in the lava. As if the whole base was just barely holding on to what was attacking the haul.

"GRRUUAARRrughhh!" Megatron lets off a cry as he was suddenly tossed out of his mobile command chair. "GUURRARrughh!" Megatron yelped from when he hit himself hard on the ground after being knock from his seat of command.

"YIIIIKKKKES! Lord Megatron Is Down!" Sky-Byte yelped to panic in seeing Megatron has fallen off his high command chair.

"So who's in command now?" Buzz Saw asked in who is commanding them if their commander was down.

"NO ONE IS! Command Is Down!...GRrraughhh!" Double Punch yelled off to say while he yelped from his screen imploding in a sparky reaction.

"CLUNKvhmmm/DOWoohohoo…." Waspinator was yelping from stuff tossing around & smacking around him until… "KLUNK…./GRUUARRrughhh….GUuuaugh?" The next one knocked Waspinator off his hover platform to knock him falling down to land in a Restoration Pool.

"Wasp Down! Wasp Down!" Sling panicked to report this.

"Who cares!" Powerpinch neglected that no one cares about Waspinator's situation when they got a bigger crisis happening.

"Ugh…must I do everything?" Fractyl rolled his eyes as he hovered his platform down, steps off to reach the Restoration Pool to fish out Waspinator.

"GRRaugh…AAwwwuagh!" Drago Wing yelped in dodging more stuff falling & almost hitting him. "This whole place is coming down on us!" He exclaimed in panic, they gotta get to solid ground then stay in the air.

Then as Megatron was getting up while the base was being hit by the Quantum Surge, the same white particles were showering on through their base's haul structure, & making contact with him.

"GRUUUARRRUU-OOOUURRRArrughhh!" Megatron raised his arms up with making a loud growling noise as he felt something make him glow brightly.

"Hey! What's happening to Megatron?" Rime Walrus yelped in freaking out in how Megatron was glowing.

"It's affecting him as it is to the others!" Venomess pointed out in noticing other bright glowing figures hovering around aimlessly.

Terrorsaur & Scorponok were trying to pilot their hover platforms when being bathed in the same stuff until…they crashed into each other.

"WAAAaugh-AAAaughh!" Scorponok cried out as the two were seen falling together.

"ARRrughh-AArughh!" Terrorsaur was heard crying out as the two seem to have fallen straight into….the lava.

The two Predacons sank into the lava, only for Terrorsaur's hand to be seen left before it slowly clutch the last linger of life regret…as it vanished into the lava pool.

"WAAAAaugh! Terrorsaur & Scorponok….sank into the LAVA!" Spittor yelped freaked out in seeing two bots sank into boiling lava.

"Hey! Watch out, the ceiling!" Jetstorm yelped out to warn of what's coming down on them.

Soon the ceiling was beginning to fall down, many of the Predacons began to panic, but many got caught up in being knock down by falling debris. Just as Fractyl managed to pull Waspinator up during the events, a hoverboard fell down that knock him out & drop the wasp bot back into the Restoration Pool.

"GRARRRroughh-AAAughh!" Megatron continued letting off his wailing cries, as he drop to his knees before noticing that his entire body was glowing. "WHA-What Is…HAPPENING…TO MEEeeee!?" Megatron was looking at himself to scream this out of what was transpiring onto his very being until…

"CLUNK…" Megatron had lost the will to stay awake & pass out hard on the metal floor.

Everything went dark of what was transpiring, as no one was awake in what would happen afterwards…

* * *

 **DURING THE PRECIOUS TMIING**

 **HIGH-TECH'S TOWER CENTER**

The scene shows Professor Sumdac working on the shield around the tower of HIGH-TECH. But it was shaking at an alarming rate, many equipment & systems were malfunctioning.

"Mr. Belpois, report…how are those in the shelter?" Professor Sumdac used a monitor screen to check on the housing civilians.

"Everyone is ruffled from the metal quaking outside, they're afraid it won't hold?" Mr. Belpois reported on the screen on the situation.

Suddenly on the vid-monitor, someone's face appeared on the communication.

"Professor Sumdac!" Then speaking was none other then Sector 7's renown Agent Bishop.

"What now Bishop, I can't afford to use too much power for any chats when…" Professor Sumdac was about to hang up when…

"What's the situation on your side? What's happening to those your housing." Agent Bishop got straight to the point, & it sounded serious.

"Wah…what sort of question is…?" Professor Sumdac raised an eyebrow cause everyone should be fine, nothing was…

"WAAAaaughhh!" Then a woman's scream was heard around Mr. Belpois' monitor.

"What's Happening To Me?" A man's voice was heard as some bright glowing folks are seen & crowds backing away.

"They're Glowing!" Another civilian noticed those glowing from the light particles rain down & phase many, except for the brightly white people.

"Professor, some of the citizens are glowing, & I don't know why?" Mr. Belpois reported the situation, as folks were becoming scared now.

"Unbelievable, this light particle, it must be affecting those on their genetic code? But, only a few certain human beings are reacting. Why?" Professor Sumdac exclaimed in studying the iamge to determine the unnatural cause, but why, how were only a few affected.

"My own men say some of our people that began glowing were apart of studying & recovering those energy crystals. We need to…" Agent Bishop was trying to explain what he thinks the relationship might be until…

"BOOM!" Without warning, an explosion occur outside which cut Bishop's screen off.

"What was that noise?" Professor Sumdac asked off in seeing that came from the shelter.

"The ones glowing, they exhibited a strange ability that seem…inhuman? And are fleeing from the scared crowd. I'll keep the rest from leaving, it's too dangerous out…" Mr. Belpois was trying to say until he too got cut off on the screen.

"Dad…." Then two girl voices were heard outside the hallway which surprised the man.

"Hah!" Professor Sumdac gasped to recognize the voices "Sari! Sora! Why are you here instead of being at home? Are you…" But when he looked outside, he saw a tall teen girl & a child, both were glowing & were pass out. "Oh dear me…" Professor Sumdac gasped lightly in realizing that his own family were caught in this action. "AAAaughhh!" Then the whole place shook as he lost balance.

Now the falling ceiling fell & everything went dark, as all over the planet, strange events were occurring…

* * *

 **SEVERAL HOURS LATER…**

 **AT THE MAXIMAL BASE?**

After the effects from the Quantum Surge made it's impact, what was left in the aftermath was seen. As the scene shows the Maximal Ship: The Axelon, & the entire rocky canyon survived the forceful wave. While scorch marks were everywhere & the skies were filled with dusty clouds of smog, the base was dealt a few dents & torch marks to appear like an old structure that survived the worse of a war. But even more shocking, was that the entire mountain structure that covered it was gone, the surge completely destroyed it to leave the ship expose.

* * *

 **WITHIN THE BASE**

 **BLACKARACHINA'S SITUATION**

"Uuuagh?" At this time, Blackarachnia groans from waking up from finding herself on the floor. "Aaaugh…What Just Hit Me?" She questioned to not know what happened that she was out cold & ached all over.

"Trusvhm…/A Quantum Surge." Then her eyes glowed green, as Tarantulas was heard speaking in acknowledging the fact, of what had actually occurred. "It must have knock everyone on the ship offline." He stated in knowing that such an impact, may have left everyone unconscious. "You must reach my body before the Maximals revive!" He lectured what he wants the she-spider to do as the glowing eyes soon vanish.

"Ugghhaahh…" Blackarachnia groans in regaining her control over Taranulas' control of her. "Anything to get you out of my head." She remotely stated that having Tarantulas in her head, is the last thing she wants & wants him vacated.

Having gotten up, Blackarachnia quickly makes her way…

* * *

 **WITHIN THE COMMAND CENTER**

The scene opens to the Maximal's Command Center at this time. Much of the inner structure was busted that loose wires spark, much smog was seen around what was a clean command center, & apparently much of the computer equipment was broken down & remote console chairs broken off their rail lines towards to center console table. The lights were hardly much of working to light up the inside, but we soon find the unconscious bodies of Airazor, & Tigatron. Which at this moment from their scatter across the floor & on the console boards, many begin to slowly wake up from the metal bending noises of the base just holding it's self together, but everyone was also feeling a bit in pain in what hit them.

"ARrrugh…." Tigatron groans from feeling a splitting headache while pushing up from the console board.

"Aaaahhh…" Airazor was heard moaning from the pain upon waking up to be on her knees.

"Airazor." Tigatron spoke out the fembot's name as she got on her feet. "Are you damage?" He asked to see if the Maximal was alright.

"Don't…think so?" Airazor exclaimed in seeing she was alright, nothing damaged on her at all.

"I wouldn't care to go through that again?" Tigatron stood up to hold his head, admitting he never wanna experience that event anytime soon.

"Ugh, tell us about it?" Lynxa was heard as she was seen pushing herself up with a few Maximals nearby & scattered, some were even buried under fallen ceiling rubble.

"Yawwnnn….not bad, Me Grimlock slept through better." Grimlock was heard yawning to get out from being under ceiling panels by the hatch door where half of him was still seen.

"You can probably sleep through almost anything even if a whole roof cave down on you." Snarl rolled his eyes in seeing how Grimlock could handle that much stuff falling on him in the bot's sleep.

"Ohh…man, is this what it feels like when I charge & hit things?" Bonecrusher groaned to rub his head, never knowing when he headbutt others, was this how it felt.

"Trust us, it could have been worse." Mach Kick lightly tried to lighten the mood a bit.

"Jeremie…are you & everyone else alright?" Then nearby, Artemis was helping to pick Jeremie up from the nearby shields that protected him, Ulrich, Yumi, William & Sissi from the falling debris.

"We're alright Artemis, but…our heads are still spinning?" William held his head from having one bad headache.

"Ugh…I'm getting too old for this?" Dive-Bomb groans as he walked a bit through the rubble of their command center. "If everyone is present, accounted for, be them conscious or not, I'll need to begin a checkup on any Maximal that feels injured….after what we experienced." He issued in needing to give every crew member physical checkups, to make sure every bot is functional.

"Last thing any of us remember, were bright glowing body lights, then…" Ulrich pondered to think in what any of them last recall before blanking out.

"Wait a second, glowing bodies? Huh! Rattrap & Cheetor." Airazor yelped in suddenly remembering, something happened to the others during that Quantum Surge event & were not present here.

"Eh, looking' for me?" Rattrap's voice was heard from the side spot of where the others were chatting.

Course once everyone turned to see Rattrap, they all got a big surprise…

"By The Matrix!?" Tigatron slowly exclaimed with great surprise & wonder as Rattrap was walking in.

"Woah…" Jeremie & the others were also surprised, & for much good reason.

The view of Rattrap was seen by all, but saw that his body has undergone a great deal of change from before? Upon closer examination of Rattrap, his body was now basically semi-organic Transmetal. Legs, arms, his neck & face are all silver platted, a blue chest with two made plates on the sides, the left is yellow plated while the other one is the same color as the chest. His head's top looks like golden helmet brain sorta way, red eyes & he still has the two buck teeth in his month.

"Wha—wha-what? What's with you all?" Rattrap asked off in what was with the weird shock expressions; was there something surprising about himself he didn't know. "Is my gearbox hanging out or something?" He shrug off the shoulders to ask a strange question of what was with the weird stares.

"Darling, please…there are still children present!?" Aquarius exclaimed to remind the rodent, that there are kids in the room, especially ladies to boot that don't need to hear that.

Pretty much, nobody knew how to explain Rattrap's sudden change, but that was only just the start….

"Jumping Gyros!" Cheetor's voice was heard that got everyone's attention next. "What happened to you?" As Cheetor said this, he was seen before Rattrap in what had occur that the rodent's appearance changed.

But everyone else saw that Cheetor himself never noticed, that his own body was changed as well. A semi-organic Transmetal body with a bulk chest-plate with the cheetah yellow & black spots seen on it, along with the back-inside legs, & inside his elbow to hand. The back had a gold color with silver metal legs stretch backwards, yellow arms & has a deep aqua blue color from the legs to the waist & stomach. While on the knee & ankle spot is a silver metal plate guard, & the same blue color on the normal part of his two-fingered hands which on the outer sides from left & right of the body, is a silver cheetah head with a tip blue ears, jaw, eyebrows & red clear eyes. The helmet was change different besides having a yellow color, there were shorter edge points of the same blue color with the middle showing the Maximal symbol, a light tan aqua color of his face with emerald clear eyes.

"Hugh! Me? Hooh! What happen to you?" Rattrap touch his chest to exclaim before pointing off to approach Cheetor in noticing that the young cadet, has gone through a new change of looks now.

Soon both Cheetor & Rattrap were looking at each other to walk in a circle formation to study the other's new sudden change. To the others, Rattrap was still the smaller size Maximal since Cheetor was taller. But when they looked at the CR Chamber's reflective door, they were finally able to grasp in noticing their NEW outlook on appearance.

"Hey…heh-heh, heh! I'm-ah…Gorgeous!?" Rattrap looked to himself in starting to marvel at his new shiny looking body & development while Cheetor watched from the rodent admiring himself before looking back to study himself more.

"Well, it's certainly…something else? Even I feel amazed by the….new look." Larkshot exclaimed in being surprised by how the new metal shines, he's almost jealous that some bots get a new metallic makeover.

"But….how? And why?" Yumi asked the question, how was this possible to begin with.

"Perhaps when the surge hit, it must have mutated the Super-Structures of Rattrap & Cheetor." Airazor stated that whatever occurred from the Quantum Surge that hit them, did something within the Maximals' very structure. "I wonder what did it do your Beast Modes?" She rested her left hand on her chin to think about another thought that occurred to her.

"Tis true, yonder Robot Modes have change, so wha say about thy Beast Modes be the same or different?" Ivor proclaimed in a knightly tone, of another difference they have yet to witness.

That certainly earn everyone's attention, if what has happened to those affected by the Quantum Surge change their outer appearance, what's to say about their Beast Modes.

"BEAST MODE!" Both Rattrap & Cheetor announced this off in preparing to see, what has INDEED become of their Beast Modes.

"GROOUUWREOOwwwhh…" Cheetor made a loud remix cat growl while transforming, as his front arms went upwards over his head while the back front metal legs came down, & a blue tail with a fin on the back of the behind. Pretty much, the cheetah appearance was more like a robotic kind that was more wider & muscle then the skinny version.

Now we see Rattrap transforming into his Beast Mode, he swings his front body around, two shoulder pads come together to form a head. "Hhhissss…" He appears as a giant rat like before even with a rat hissy sound, only now he has a little silver on the paws with three fingers, a tail, & a mask mark line on the ears to across his green eyes down to his black nose. His other color focuses are brown/red colors, with a brown color head, chest body is red while his bottom is brown, & has a red tail shape spear it seems. Once more, it's back legs are shaped like wheels & smaller wheels are on it's front leg's knee pads spot.

Once the transformation was done, those that observe were left stun & some with open gape mouths: the mutated super-structures affect both Robot Mode & Beast Mode alike.

"Woah, a metal rat & a metal cheetah, that isn't something you see everyday?" Jackrabbit commented in having seen this as the second surprise of the day.

"Heh-heh, now THAT's Gorgeous!" Cheetor commented to look at himself at the reflecting CR Chamber; liking his trend new Beast Mode.

"Fascinating? But Rattrap, your mode seems to have, some different features?" Drifter kneel down to study Rattrap, some parts of his Beast Mode were not of the natural rat, for example: the wheels.

"Oh, your right, I wonder what they're…" Rattrap replied off in being curious about such a new feature when…

Next on Rattrap's part, his body was doing a transforming trick, he folded his hind feet up into the extending rear wheels, flipping up his front legs, & pulling out a pair of exhaust pipes.

"HAH! Check me out! I'm a Rat with WHEELS!" Rattrap commented in noticing his SWEET new addition; & it's awesome. "Heh…cool…" He exclaimed in liking this, he has a new feature to his Beast Mode that makes him…look quite spiffy.

"Amazing! It's like…a Third Mode from the days of the Autobots & Decepticons?" Override studied Rattrap's display of part animal & part vehicle feature wrapped together. "I believe before acquiring a Beast Mode, this was like what we transform into back on Cybertron all the time, Vehicle Modes." She explained much history that revolved around where Transformers could change into a different mode for transportation methods.

"Wait, you mean those that changed can transform into something else besides Robot Mode & Beast Mode?" Sissi asked in shock that the human children never expected to encounter this.

"Indeed, I never thought I see the day a Maximal could gain a Vehicle Mode with a mix mutation of a Beast Mode. This requires further study in what abilities those that acquired them can do?" Dive-Bomb commented that this was indeed something to further study.

"Hey Cheetor, you try & focus next! Maybe you got a cool Vehicle Mode better then metal rat-face there!" Jackrabbit cuts in to ask in what sort of cool new trick Cheetor can do.

"Heeeeyyy!" Rattrap snapped off in taking that remark as offensive.

"Well, I'll give it a try…hmm…" Cheetor tried to focus, trying to get a new feel of what his new body can do.

Then from Cheetor's torso came flipped out two silver compartments to spread out & held out deep aqua blue color rocket boosters.

"Hey, I did something. Hugh, I wonder what these gizmos are for?" Cheetor asked off in noticing what he managed to bring out to the table.

"Cheetor Don't! We haven't learn what your new forms can…" Dive-Bomb tried to stop the young cadet, but…too late.

"POWwfruvhmm…" Suddenly, the rocket boosters ignited a light glow, as they were boosting for takeoff; just one problem. Cheetor was yelping to keep his metal feet on the ground, & was skidding.

"WUUuaagh!" Rattrap yelped in watching this & knew something was about to go bad.

"Augh-Wagh…WAAAAAAaughhhh!" Soon Cheetor couldn't keep to the floor, as he was suddenly launch off to fly. "Woah-Hoo-Hoo, Waaugh-Hooough!?" Cheetor was literally flying around in trying to get a handle of his flying situation around the room.

"WOAH!" Tigatron yelped as he & Airazor ducked down when Cheetor flew overhead of them around the command center.

"AAaahhh!" Aquarius screamed as she ducked down from a flying cat that went over her. "CHEETOR!" She lash out angrily at how rude her fellow cadet was being reckless.

"SORRY!" Cheetor yelled out in apologizing while trying to gain control.

"Try to control your flight pattern." Jeremie yelled out for what the cat bot needs to work on.

"How, he's a cat, not a bird?" Ulrich raised an eyebrow in seeing that giving a ground base animal wings to fly, would give anyone a shock.

"Woh-ho-ho….HEY! Eeeugh!" Cheetor was shouting off in sounding like a cheer when going down a hallway, but his light vanished, but the voice is still heard. "How do you work these things?" Cheetor's voice asked off in trying to work out his flying situation; as he sounded like he was crashing into stuff. "Woah-Ho-Woah…WAaaugh-HAaaaughh-Hah-Hah-Haahh…." Now from the other corridor leading to the hallway by Rattrap's spot, Cheetor was heard as he was seen flying up soon.

"Deeigh-WAaugh!" Rattrap yelped in seeing this, as he was trying to start his engines.

"TAKE COVER!" Jackrabbit screamed out in seeing this was gonna get rough.

The other bots duck down on the ground or lean against the corners, while the human children went with Tigatron & Airazor to hid behind under the flip center console table for protection of what's coming.

"GYAAAAughhh!" Cheetor was heard screaming into the room, he's about to collide.

"Geheheheh-WAAAAAaughhh-AAAhhhhh!/VRUUSSSfruvhmmm…" Now Rattrap burn jets from his exhaust fumes as he was seen jetting off quickly without warning while screaming… "CLOPFruvhmm…/GWUPOVvhmmm!" Until we heard a crash as Rattrap was heard yelping from what happened.

Everyone takes a peak to see that Rattrap crashed himself against console chair to be flipped upside-down & backwards to look at them. "CLOPfruvhmm…/GRUuaaughh!" Lastly, Cheetor came crashing to a stop on a monitor screen, but was still flying with his rocket boosters still active, as he was struggling with himself.

"This…heeeh…" Rattrap spoke off to let off a heavy sign of feeling exhausted. "Is gonna take some getting use to?" Rattrap admitted that getting use to such new additions, will take time to figure out how to work them; then his tail fell on his face in looking more ridiculous.

"Wow, just when you think things couldn't get any weirder of those that glowed one minute, & changed the next minute?" William commented to say as some of the other Maximals helped to get Cheetor down & fix Rattrap right side up again.

"Oh no! That's right, Odd & Aelita were also affected by the surge." Jeremie yelps in realizing that some of their other friends were also caught in the mix.

"What?" Dive-Bomb yelped in having heard this, human beings glowed from the energy particles from the surge.

"We have to find them & fast!" Jeremie exclaims that whatever happened, they need to find their friends.

"Urrgh….guys, can you keep the noise down, ugh…I feel like I've had a rough night's sleep?" Then at this very moment, Odd's voice was heard as some pile of rubble moved which gave everyone the idea, where the odd kid was.

"Gee, that can happen to anyone if they were sleeping underneath some pile of rubble?" Ulrich rolled his eyes to sarcastically state where one's sleeping quarters are.

"O-Oh, I see….give me a moment to get up….heeernn..Nrrughh…" Odd responded in realizing he's underneath some stuff, & tried to push some fallen ceiling debris plates off…

"Odd, let us…hugh?" Sissi was about to approach but…saw a moving tail sweep from beneath the pile rubble. "Wait, is there another Maximal still trap under some rubble?"

"No, everyone is present, & accounted for." William stated that everyone, including the bots are here.

"Except those in the CR Chambers, why?" Yumi pointed that only those recovering aren't around.

Suddenly the answer came when Odd pushed the rubble off him while slightly aching, but seem no worse for wear: except he did not look like his normal self. It seems like Odd was a bit almost identical to what he appears like & wears already in color wise, but it was all changed to be something else. His hair style is still a large point, same fashion as it was before, but now has a purple diamond on the front of his hair down to the forehead area, two purple marks stretching under his cheeks. His outfit seems somewhat futuristic & a one-piece jumpsuit. Course it does give him the appearance of a giant purple cat from a person's view point, as if cosplaying a half-human, & half-cat theme. His outfit completes the "giant cat" motif, Odd has four fingers (three digits and a thumb) complete with claws, & a tail. While the protective suit he wears is mostly purple, there are some light violet themes from the waist & legs, yellow line mark patterns on the protective knee-pads, circles on shoulders, & stripe pattern on the arms, plus a three silver steel-toe boots like a cat's paw. And on the claws was a silver-dark color battle gauntlet with three blue devices along with yellow stripe patterns underneath. Just looking at Odd now, even his eyes were a brighter bronze color compared to before. It's as if seeing this boy change into some…cat-warrior all of a sudden with a feline-like face to boot: like a Man-Cat.

"Mmmm….boy, with a quick cat-nap, I suddenly feel more energetic." Odd scretched his arms out in feeling a bit rested. "Oh, hang on Princess, easy does it." Then he yelped to recall someone, as he leans down to help someone nearby who he helped.

Now it was Aelita who was seen next to appear when standing up, & just like Odd: the girl was not appearing like her normal self either. While Aelita was still a bit identical to what she appeared like & her color theme of clothing, it too was changed into something else entirely. Her hair style was still the same, a bit messy but well comb (almost like a heart-shape at the top), a bit of line on her cheeks. Her outfit seems somewhat futuristic & a one-piece jumpsuit. But her appearance seems more like of a mythical elf creature especially with pointed-like elf ears, maybe cosplaying between being a half-human, & half-elf theme. Her protective suit she wears is mostly pink, with some dark pink-violet lining on the outside sides, pink lining marks on the boot-wear, circle marks on the shoulders. Even a bit on the skirt cloth connected to a white-silver belt strap, & the same cloth strap on the chest area with a pink rectangle leading lines from one side to connect across. Lastly was a white-silver wrist packet with a pink star in the center on her right wrist. Aelita's form shows much change, even her eyes were more brightly clear emerald color compared to earlier. No questions needed to ask in seeing this pink girl was changed…into some elf-princess without warning only in a more combat image: she was hardly Human, more like a real Angelic Elf.

"Um…thank you….Odd?" Aelita spoke before she suddenly looked puzzled at…Odd's appearance.

"Yeah, what…hugh?" Odd was responding until, he noticed more clearly Aelita's elf-like appearance. "Woah, I must still be half-asleep, you look…different then…hugh?" Then he suddenly noticed he had instead of hands, he had claws.

That's when Odd & Aelita began to notice from a nearby reflective CR Chamber, their sudden change in appearance.

"Jeremie…everyone…" Aelita spoke as if looking & noticing what's happened to them, & not just them, to some Maximals as well. "Wha…what's happen to us…what's happen to Cheetor & Rattrap…?" The girl was so lost for words, that she wasn't paying attention to where she place her hands together.

"Tap!/FRsuuvhmmm…." Then without warning upon one hand taping the star wrist device, wings made out of pink energy appeared off on Aelita's back which flapped & gave her flight.

"WAAaughh!" Aelita yelped from the sudden take off as she was a few feet off the ground much to anyone's surprise. "Where did these wings come from?" Aelita was stump & surprise, she has wings all of a sudden; but how.

"Aelita, calm down…you-you must have triggered something?" Jeremie tried to calm the pink haired girl, but she was not use to what she has.

"That wrist device, you tapped it once to activite it, maybe tap it again?" Sissi pointed off in noticing what Aelita did, maybe a second tap will cease the wings function.

"Okay…./Tap!" Aelita slowly nodded before tapping the wrist device, & the wings vanish the next minute. "WAaaugh!" She yelped cause she forgot, she was still in mid-air.

"Oh-no! Guuagh!" Odd yelped in not ducking when Aelita fell on him, as he was dogpile face to the ground as Aelita push herself up to rub her aching head. "He-heh, well, it's so nice when friends drop in like this, huh?" Odd chuckled a bit to try to laugh this off as something to humor here.

"Alright, enough of this fooling around. No one is to do anything inside the base! And I mean that for everyone that is dealing with the fact, their bodies have undergone change & they don't even know how to handle them. Now, I'll begin giving any bot check ups, to insure no other surprises can be accounted for later." Dive-Bomb snapped a bit in taking charge here, before anyone else gets hurt in what has happened.

"Something tells me, we're in a long run?" Ulrich shrug off in guessing what they are in for.

"A very long run." Yumi nodded off to agree on such things.

"Aelita, Odd, please sit down, I will try to fill in what has happened." Artemis instructed to the two children that have need to be calm, as they are filled in on what happened.

The scene begins to grow dark as now a whole new sorts of things were happening all at once now.

* * *

 **DURING THE SAME TIME…**

 **AT THE PREDACON BASE…**

The scene opens to reveal within the Predacon Ship, the same damage structure was seen from within as much metal supports broke off & wires were sparking a bit. Much of the lights were a bit off, so it seems some backup systems were active at this time. Many things were pretty much sunk into the molten lava liquid. But the camera zooms in close to a Restoration Pool nearby, & then something began to pop out from within it.

"Neeerrooo….Wazzpinator Izz…ALIVE! Gurhum…" Yep, Waspinator pops out of the Restoration Pool in discovering that he survived the worse the Quantum Surge did.

"Be grateful that you were the lucky one." Fractyl exclaimed that Waspinator, was lucky to be functional.

"Hugh….what mean?" Waspinator raised a puzzling question to that claim: as other Predacons came out of hiding or from taking cover from the surge impact.

"You bug-brain! Terrosaur & Scorponok just fell into the lava pit!" Drago Wing flew down to remark this off about having lost two of their own.

"WAaaahhhh!" Waspinator screamed out in shock, two bots are now beneath the liquid pools of hot lava.

"Look at this place? It's a real mess?" Venomess peaked from nearby in seeing how everything is a real mess.

"NRrruaagh! We got BIGGER Problems on our heads." Raid Jango growled off to speak while having some other troubling news to report by a working monitor screen. "The Trans Warp Gate function is down. Even if we launch an attack on the Maximals, we could only reach their base a mere 3000 yards." He issued forth in how far he can get those on a damaged Warp Gate function.

"Drat! That means the only ones that can reach them faster are Fliers? Who's still functional?" Sky-Byte cursed in seeing they can't mount a full attack, but sees who they have that are still functioning.

"Me, Drago Wing, Archadis, Raid Jango, Manterror, Buzz Saw & Jetstorm. So leaving out Inferno & the fact Terrorsaur isn't coming back up anytime soon, that's only seven." Lazorbeak exclaimed in counting the only fliers around, plus the count on missing one in action & the other is out of action.

"I can take these fliers under my wing & seize the Maximal base, the bots are probably scrap from what hit them." Drago Wing proclaimed forth in feeling cocky that the Maximals might not have survived the surge that hit them.

"And what if they are not? We're short on troops & a fully functional Warp Gate." Shadow Panther spoke to raise a question, sending few troops into the heart of the enemies is foolish.

"Well if you like complain, ask Megatron." Razorclaw remarked off slyly to say in how to approach the situation.

"Hey, where is Megatron anyway?" Sling asked in noticing, their commander hasn't shown up with so many of the others gathered or hovering elsewhere.

Just then, some loud stomp noises were heard from above that brought anyone's attention upwards. There behind the shadows showed a big hulking figure with glowing red eyes. The sparks from the loose wires made some features seen a bit, but it had the distant presence of….a Predacon Leader…

"Woah…who's that bot?" Rime Walrus raised an eyebrow in not knowing who was before them.

"Can it be…" Leatherhide felt unable to speak, as if the answer…was staring them in the face.

"Me-Me-Megatron!" Waspinator muttered a bit in surprise to see Megatron, but…he seem different. "Wa-Wa-Wa-Wha Happened?" The wasp-bot stutter to say in niot knowing what happened that Megatron looks different compared to before.

"I have had a change?" Megatron spoke off calmly & coolly over the course of what he's undergone. "For the better….Ye-es-s-s-s…." He announced froth that he's become a whole new Predacon, better then ever. "All avalaible fliers to me, those of you grounded, repair the base & get me a working Warp Gate. I feel the winds of change…are blowing in my favor." He proclaimed this forth as many of the nearby Predacons simply watch on in awe…

Things went dark here, as another evil on the other side gets ready…to begin the Beast Wars under a new…threat that's coming.

* * *

 **MEANWHILE, BACK AT THE MAXIMAL BASE**

 **PRISON HOLDING CELL AREA**

The scene shows a door opening, & it was revealed to be Blackarachnia. She looked ahead to see that she entered the Axelon's Holding Cell room: & two active red laser grid bars were active. Looking to her left side, she saw the switch which the she-spider flipped down. Causing the laser grid bars to drop down of any captive prisoners. In one spot, it was Inferno with his head off his body, from what Blackarachnia did in blasting the fire ant bot. But when the she-spider approach the other holding cell next to Inferno, it should have been Tarantulas after the Maximals found & lock them up: but….the body was clutch together & has undergone a metallic change.

"Ugh, that's…Not You…Is It?" Blackarachnia pointed down below her to question if the body here, was really Tarantulas, it looks too different from last time she saw it.

"Trsissvhmm…/Interesting?" Tarantulas took over with the glowing green eyes to study what has happened to his body. "We must get it back to my lair!" He issued off that they must take the body to his lair for further study.

Reaching down, Blackarachnia began to pull the clutch body of Tarantulas away from the holding cell. But unknown to anyone, sparks occur in Inferno's eyes, as he was suddenly…coming back online.

* * *

 **BACK IN THE COMMAND CENTER**

A discussion was happening in what was to be done at this time; especially after those that experienced their newfound experiences in new bodies.

"Amazing…to think, the surge changed all of us?" Aelita exclaimed in seeing how Rattrap & Cheetor are different, & that even she & Odd, well, are more different then the Maximals.

"Hugh, you know while I admit, I dig the new suit & style to make me look cool…but why do I look more like a cat?" Odd commented to say before thinking that his appearance was too much…cat-like.

"Probably because your part animal." William rolled his eyes to make a light humor comment.

"So while we know the Quantum Surge hit us, it only affected a few of those here?" Jeremie pointed out in knowing what they basically know on the certain subject. "Maybe because Rattrap & Cheetor were apart of the Axelon & were not in Stasis Pods like everyone else was, they were more affected?" He explain what was likely the case of only few Maximals here that changed from the surge.

"If so, then how come Armordillo & K-9 were not affected? And what about Rhinox & Dinobot?" Sissi raised an eyebrow in knowing there were some bots that were or maybe not affected by the surge at all.

"They're in the CR Chambers, maybe the recovery function blocks the surge's effect to mutate their super-structures. Plus maybe because of K-9's shield protection & because Armordillo's harden armor-form defense made it hard for surge to affect them cause it couldn't phase in." Jeremie explained with a deep thought in how to understand what caused only those in general to be affected & those not affected.

"Okay genius, so then how does that explain Odd & Aelita's change appearance?" Ulrich spoke up to ponder the biggest question; how their friends were affected by the surge.

"It's possible, due to Aelita being the Key, some evidence of Cybertronian technology still lies inside of her. And because Odd was created through half the general clone of the Key, it makes sense he too, was affected." Artemis explained what they know about Aelita's true origin as being part Cybertronian, & it's the same for Odd. "As for the question if the surge caused any problems on humans, it may take more time to figure out seeing your cases aren't showing any change." She stated to see that everyone else in Jeremie's group didn't change, maybe they were not affected by the surge at all.

"So question remains, are we normal still, or not?" Yumi asked to wonder, if the Quantum Surge even affected them at all, or just got off lucky.

"I'm more worried about how everyone in Antigo, or the whole world, is doing right now?" Jeremie stated in fearing that the Quantum Surge may have done a lot more then wreck areas, what if…some folks did become affected & change.

"Cheer up, we'll worry about that stuff when we get to it." Jackrabbit patted Jeremie back to worry about such things later.

"So with that much out of the way, now what?" Airazor asked in what they do from here on out.

"Well, Cheetor & I will check on Rhinox, Longrack & ChopperFace. You & Tigatron look for Blackarachnia with a few others that Dive-Bomb gave them good checks." Rattrap gave out the issue of what one group will do & what the other will perform a search.

"Surely the She-Spider has escaped by now?" Tigatron shrug off in thinking that after much time had pass, Blackarachnia must have fled the base.

"Ehh, that Surge Decked Us, heh…I'm betting it did de same to her." Rattrap shrug off to lightly comment how they got knock out by the Quantum Surge, so it makes sense Blackarachnia also was in the same boot.

Understanding the matter, Airazor & Tigatron soon began to head off now. But they pass the CR Chamber in which Rhinox was still inside, still in a sleep state while mumbling a few words.

* * *

 **WITHIN RHINOX'S SUBCONSCIOUSNESS…?**

As Rhinox was still in a sub-conscious state, he was seeing things….images of things he didn't understand. Sparks from within the Planet Buster's center core, & Optimus' shock expression as he headed right for the alien weapon directly with no way of getting out.

"MEGATROOOOOOONnnnn….!" Optimus' voice was heard screaming out this curse name of his enemy before…

"KABOOMFruvhhmmm…." A Trans-Warp Explosion occurred that completely destroyed the alien's Planet Buster in a grand ray force that spread throughout the space & created the Quantum Surge. But something was seen, flashing blue light rays were seen before focusing on a center sphere. From that sphere was seen within a realm of stary skies, as an energy form of Optimus Primal was seen coming out of it, before it took off to fly forth towards something. Then the sphere began to change to look like an energy force with a moving atom molecule that was acting out like a pulse; as if it was…a Spark of a life-force?

Everything darkens at this moment, as the observer went into another deep sleep state….

* * *

 **IN THE WAKE WORLD…**

Suddenly, a strange clank sound was heard along with steam release, as the scene came into view a bit blurry. Someone was slowly opening their eyes from within the CR Chamber. And the one who was waiting to greet the patient was…Rattrap.

"Ah, yo! Big Buddy! Ehhh….how you feeling?" Rattrap asked off while he was seen in Robot Mode to approach his crew member pal in checking to see if he was alright.

"Hugh!" Rhinox yelps awake to rush out of the CR Chamber & noticed the damages inside the Command Center. "What happened?" He asked off in noticing the base was a disaster, & wants information.

"Rhinox…" Rattrap replied off in seeing his big buddy was reacting as if not recalling much since the Quantum Surge hit. "Eh-eh, you okay?" Rattrap asked off in feeling that his big buddy was still coming together.

Taking a moment to gather his thoughts, Rhinox finally noticed something…& it was on Rattrap.

"Rattrap…What the…?" Rhinox slowly was looking astounded, as he points in not knowing of what happened to…Rattrap's appearance.

Rattrap looked down a corridor if Rhinox was pointing that way, but saw nothing. Realizing of who Rhinox was really pointing towards, it all made sense to Rattrap.

"Oh, it's ah…heh…it's kind of a new look?" Rattrap shrug off his shoulder arms to show that he's gotten a new appearance here that was different from his previous image that Rhinox remembered.

While that question about Rattrap's sudden change appearance was answered, something else was still bothering Rhinox to look down with worry.

"Where's Optimus?" Rhinox spoke with heavy concerns in where their commander was; feeling that dream he had, was it…real?

"Hugh…gone." Rattrap sign to look down in feeling bad about telling Rhinox of what happen to Optimus Primal. "Trans-Warp Explosion…" He stated this off about what occurred that Optimus perished from performing such an act.

"Ohhh…." Rhinox lets off a deep sign of sounding in sorrow, now he remembers what his subconscious dream showed him; Optimus Primal…is gone. "Tell me what happened…" He silently spoke off to say before… "ALL OF IT!" He made a firm & bold sounding tone; as he wants to know everything that happened while he was offline.

* * *

 **BACK IN THE HOLDING CELL**

The scene changes to the holding cell room, where we see Inferno lifting up his head. Then his arms soon lowered to attach the head back on the robotic body to turn & screw it in place.

"Nrraugh…Nrruagh…" Inferno groaned from having finally reattach his head that was blown off back on himself. "Oooohhh…" He moans from how much a painful headache he was feeling. "I must return to the Royalty at Once!" He proclaimed forth as a devoted soldier.

Soon he took out his missile launcher weapon, & began to move out….

* * *

 **MEANWHILE IN HIGH-TECH'S TOWER**

The scene shows Professor Sumdac & some robotic drones fixing up parts of his busted lab. After waking up, he saw how much a mess there was, & outside all over Antigo, it was much messier then anyone could believe.

"Professor Sumdac!" Then appearing on a working screen was Agent Bishop.

"Yes, what is it Agent Bishop?" Professor Sumdac responded in knowing who was calling.

"The situation is dire. Much of the planet is without power, & we're force to rely on reserve backups while mobilizing in rescue & medical protocols." Agent Bishop explained how difficult things are looking with woring under such conditions. "And I've been given word, two of our alien captives have escape during the confusion when there was no power to contain them." He mentioned this which caused the professor to yelp in what he heard.

"What! Why didn't you inform me you had aliens under your keep?" Professor Sumdac asked in just being told this now.

"Classified for Sector Seven members. But now that the world knows aliens exist, we need HIGH-TECH to send us the plans to upgrade vehicles transports & protective armor in what's to come. Know this will be used by authority officals such as police, agencies, & not only the military personal." He issued forth in making this stated claim while also requesting much.

"What? More alien problems?" Professor Sumdac raised an eyebrow to ask, but…

"Not just them, even humanity might fear what the surge did will cause fear & chaos to roam our world unless they look to something that can protect them." Agent Bishop pointed out firmly about what's to come, not of aliens, but what humans are becoming from the surge it's self. "You best aid us without any protest professor, or the government will make things…very hard on your part. Bishop out." He issued this as a serious means that life can be very hard if one doesn't follow through; as he hangs up on the other end.

"Oh, I do believe I know what he's referring to?" Professor Sumdac signed as he looked at two pods that had his two daughters in that ran some scanning. "But don't worry my children, we'll figure someway out of this…I hope." He issued to say this in fearing what the future may bring to them & all of their world after surviving the surge.

* * *

 **LATER IN THE DAY**

 **IN THE COMMAND CENTER**

Rhinox, Longrack & Dinobot were seen in the Command Center with Rattrap & Cheetor along with Jeremie's group. The formers have been offline during the whole Planet Buster event to when the Quantum Surge hit the planet, & caused a sudden change to those that were affected.

"And then when we woke up, Cheetor & I were these, ugh…" Rattrap was explaining the main topic before pausing to study their new metal bodies. "These…Transmetals? Geheh…Nice, hugh?" The rodent finished off in stating what those have undergone to obtain a new transcendence in new metal frame bodies, & it's a sweet new upgrade.

"I see… & what about Aelita & Odd's case?" Rhinox asked to notice how Odd & Aelita seem…more different then usual.

"Ehh, the same thing, only…we're not bots?" Odd shrug off to lightly state on the difference.

"It's strange, I feel a new sense of my abilities I never knew existed?" Aelita stated in feeling like, something about her has changed, like…rediscovering one's other abilities in themselves.

"I know, right? I feel like I'm way more energetic then usual, & my old Laser Arrow tech got a major upgrade?" Odd rubbed his back head to comment about how he feels himself to have changed as well.

"Well this is a fascinating new field?" Longrack exclaimed in studying the two children that received a major change. "If the surge mutated the Super-Structure in our bodies, then it's possible for those of a different origin to receive a different mutation as well? Even if they are more organic then tech." He was truly curious in how such a discovery had happened while they were being repaired.

"Wait, what kind of mutation?" Jackrabbit raised an eyebrow in thinking something else was involved now.

"Well, if I had to say anything, it would be of living organics with extranormal powers & abilities. Seeing Odd's case in relating to Aelita, part normal human & part Cybertronian. Perhaps a significant portion of this might be born with a genetic variant….a 'metagene', which might cause those to gain powers & abilities from maybe some freak accidents or times of intense psychological distress." Longrack explained the basic concept of just what it is that when the Quantum Surge hit Aelita & Odd, their genetic code was mutated, & may have given them extranormal abilities.

"Wow, so are we like…Metahumans or something?" Odd asked in thinking what he & Aelita might have become.

"Really Odd? You put the words 'Meta' & 'Human' together to make a new thing?" Ulrich raised an eyebrow in seeing once again, Odd has come up with another crazy name brand thing.

"But it seems for this to happen, a different source of energy is required, I wonder?" Longrack muttered to himself in thinking, the only energy source that would related to trigger such a change of mutation in organics…is the source that Transformers need.

"Heh, yeah, the kids outta be fine, & with me & Cheetor, we're basically digging these new bodies." Rattrap replied off to comment in seeing everyone that had a change, is now probably better then before.

"Grrrugh…" Dinobot snarled to huff a bit before he inspected the rotating wheel on Rattrap's back, as it was spinning around.

"Whack!/Hey!" Rattrap whacked Dinobot's left hand away from his wheel part, feeling an invasion of privacy.

"Hmmm…" Dinobot studied the difference of Rattrap's Transmetal form, clarifying it's uniqueness. "These Transmetals? A Definite…IMPROVEMENT…" He held his chin to exclaim that the Transmetals are something of improving the body to new heights in different areas. "Though in your case, it's not difficult?" Then he made a remote remark that for Rattrap, improving the rodent seems child's paly.

"Oh I Knew we should have left you offline Lizard-Butt!" Rattrap glared off to snap at seeing how Dinobot was giving him sass.

"NRrrrraaururrghh…." Dinobot growls under annoyance from the rodent getting on his nerves.

"I…" Rattrap clutch his fists to get into a fighter pose & wave a hand out to 'welcome' a challenge from his foe.

"Oh boy…" Yumi rolled her eyes at seeing the two argue.

"Here they go again?" Sissi shook her head, Dinobot got back online, & he & Rattrap are starting fights now.

"Nrruahmmm…?" Just as Dinobot was about to attack Rattrap, Rhinox stretch his right arm to block the Ex-Pred.

"Enough." Rhinox firmly spoke in ceasing this action. "Stand down Dinobot." He calmly was wanting Dinobot to not get suckered into Rattrap taunting him; it's no time to fight among themselves.

"Whack!" Dinobot instead whack Rhinox's arm away that blocked him. "By what right do you Command Me?" Dinobot remotely stated with a right grip fist, stating Rhinox is not his commander. "With Optimus gone, our troops are without a leader in this critical crisis. Therefore, I should be…/Grip!/AAaack!" Just as he was about to demand leadership for Optimus Primal's demise, he was cut off when Rhinox grip his neck to choke the Ex-Pred.

Rhinox held Dinobot by the neck & held him off the ground, as the Maximal Scientist gave a hard stare gaze.

"I'm in a Bad…Mood…Understand?" Rhinox lectured to say he is not in the mood for any trouble, & wants Dinobot to get it.

"Uh-Hugh…" Dinobot noidded his head off with a choked voice tone; getting the picture crystal clear.

"Clomp-powvh…" Then Rhinox lets go of Dinobot to drop on the floor after that.

And pretty much Cheetor & Rattrap looked to each other in silent stump surprise & back at Rhinox's direction. Even the children & Jackrabbit were left…stun by the action. Let it be known, when Rhinox is in a 'Bad Mood', best not to push one's luck. Especially after losing Optimus Primal, their commander that the whole crew was close to.

* * *

 **OUTSIDE THE AXELON**

The scene changed to the outside portion of the Axelon's front area by the cliff edge over the waterfall. A vent shaft was opened, as something was thrown out which bounce a bit on the ground in a few bangs. Turns out it was Blackarachnia that managed to find a way outside the Maximal Base, & thrown out Tarantulas' fetal position body.

"TRusvhpmm…/Careful Widow!" Tarantulas took over to make the she-spider's eyes glowed in lecturing her to be careful on how to handle his body.

"Easy with the name calling, Ugly. Or I'll self-destruct & Slag us BOTH!" Blackarachnia remotely spoke off to say while warning Tarantulas in her head, that she'll destroy herself along with the twisted Pred Scientist if he doesn't can it.

Now yelping out of the shaft dock, Blackarachnia yelped in making contact with the ground. As she rest her pincer claw hands to her waist, she gazed out in what she was seeing ahead. The mountain canyon walls that once block anyone blocked anyone from seeing a crash alien ship was spotted was gone & exposed. Much of the lustful land has undergone much change from the Planet Buster igniting the Energon beneath the planet's crust. Not to mention the Quantum Surge that came afterwards that shook everything on impact. Everywhere for miles ahead was blacken rubble, black smoggy clouds, even thunder flashes within black storm clouds were orange; as if untold events has changed this planet's natural appearance.

"Hmph…Things have changed around here." Blackarachnia shrug off to state in seeing how much things have change from previous events: it's not the same as when the Maximals & Predacons arrived on this world.

"The more things change, the more they stay the same." Airazor's voice was heard making a sly comment about Blackarachnia's comment.

Hearing that voice made the she-spider realize, she wasn't alone, & turn around, but…

"SMACK!/UUuaugh-GYUUaaagh!" Blackarachnia was sucker punch by Airazor to skid on her backside on the ground.

Airazor wiggled her right hand from the impact of punching the Pred as Tigatron was near with his Quasar Cannon in hand. Along with them were Mach Kick Icthyo, Drifter & Leo as they were arm for combat.

"Looks like Rattrap was right?" Tigatron commented that Rattrap was right, Blackarachnia didn't get far after all.

"Indeed, looks like she didn't get far at all." Drifter proclaimed in seeing the she-spider, yet what kept her from leaving sooner.

The Maximals slowly approach the slowly sat up she-spider in noticing she was caught.

"UUuuurrrrraaggh…" Blackarachnia groans in annoyance, she was almost about to escape, but the delay in retrieving Tarantulas' body delay her to allow the Maximals to stop her.

"Go ahead Spider…Make a move." Airazor issued off to tease & taunt with her right mini-missile wrist launchers aim at the target. "Please…" She was just begging for an excuse to fire at Blackarachnia if she didn't cooperate.

"We have some questions for you." Mach Kick issued off in what they wanna know.

"Starting with the pod our commander was in." Icthyo issued off in what they recall the she-spider did.

"Talk…& maybe we'll be merciful." Leo exclaimed that they are in no mood for lies, not after losing Optimus who risk his Spark to save them all.

It would seem that Blackarachnia's plan to escape was all but for nothing, until….

"POwfruvhmm…." Suddenly, a plusma shot sound was heard fro the distance that caused many to look upwards, & the Maximals to yelp. "Sssiivh…BOOM!" For without warning, a purple energy oval shot impacted the ground to explode.

"GRAAAAugfhhh!/OOOHhhmmm…" Tigatron & Airazor yelled off while they were flung across a distance to land on their fronts on the ground; becoming unconscious.

"AAaahhhhh!?" Mach Kick, Icthyo, Drifter & Leo also yelled out as they were knock across & bang against nearby rocks, & fell into an unconscious state.

* * *

 **INSIDE THE COMMAND CENTER**

Those still inside the Command Center suddenly cease all activity when they heard…a loud explosion.

"What was that?" Rhinox turn in the loud noise direction; not liking the sound of it.

"Sounds like Airazor & Tigatron found Blackarachnia." Cheetor exclaimed off with a focus tone in guessing they found the Predcaon that was trying to slip away.

"Rattrap. You & Cheetor check it out." Rhinox look to Rattrap in instructing the bot to go & investigate the explosion just now.

"You got it Big Guy." Rattrap nodded his head in hearing that, & they will do so.

"Oh! Oh! Can I come along, please!" Jackrabbit jumped around in begging to tag along to help out.

"I'm going to be needed in making some repairs to the Warp Gate & our base's holograms which are both down. And ost of the other Maximals are taking up too much of Dive-Bomb's time. Perhaps she should go along." Longrack explained in what he'll need to work on, & it's gonna take a lot of time to do all of it.

"Oh joy…" Ratrap rolled his eyes in seeing the rabbit Maximal tagalong.

"Don't sweet it, we got this." Cheetor patted the rodent's back to look on the bright side.

Soon those that were gonna investigate the disturbance left, leaving only Rhinox & Dinobot behind along with the children.

"Dinobot." Rhinox spoke out to speak to the Ex-Pred that had his arms cross. "Let's try & get Sentinel back online." He issued that they must get their defense grid online, they may need it if the worse should occur. "Jeremie, can you kids help us out."

"Of course." Jeremie nodded off to say in agreement, they'll do whatever they can.

* * *

 **AND BACK OUTSIDE THE BASE**

Blackarachnia stood up & seem to be staring up in confusion in who helped her out. But she also became surprised when she saw who was flying down. In Robot Modes, one was Waspinator, followed by Lazorbeak, Manterror, Buzz Saw, Jetstorm, Fractyl, Archadis, & Raid Jango. But the last Predacon to be seen was someone who wasn't a flier to Blackarachnia's mind, & it was…Megatron!

"STOMP!" Stomping down in making his landing, Megatron's appearance had drastically change in obtaining… a Transmetal figure. He appears more muscular, coloring of black, bronze armor, and purple features! Black body, bronze knees, shoulders and gauntlet hands, a purple chest print of a figure with red eyes, and his head had a purple face along with his own lightly-violent pink eyes. On his hand was a symbol of a bug kinda mark, red marks on the sides of his helmet, and he carried a long bronze spear that was shaped like a tail with a gray grappler end, it even moved around a bit. Truly, this new appearance gave Megatron a new look of fear & terror in a Predacon Leader.

"Megatron!" Blackarachnia exclaimed with a happy tone to see who was here. "Am I glad…/Whack!/Ugh!" But just as the she-spider was expression her gratitude, Megatron whack Blackarachnia aside without hesitation.

"Treacherous Spider." Megatron remotely remarked off to label Blackarachnia's character. "Do you think I don't know what you & Tarantulas planned?" He coldly stated in having learn what Blackarachnia & Tarantulas planned to do behind his back.

"Heheheheh….that's right, you both planned to steal a Stasis Pod to convert into an escape ship." Jetstorm let off a sneaky snicker that they know what the she-spider did.

"While leaving us here to be destroyed." Manterror glared in knowing Blackarachnia would leave them when the world was about to end.

"Trisisvhmm…" Now Megatron charges up his spear weapon & aims it directly at Blackarachnia kneeling with a grappler contacting a light purple sphere by the neck; awaiting to be shot.

"Not…a good…idea." Blackarachnia exclaimed off remotely that shooting her now, would be a terrible thing to do.

"And why is that?" Megatron raised an eyebrow in why he shouldn't terminate the she-spider.

"Well, Optimus' body parts maybe decorating space? But the rest of the Maximals are fully functional." Blackarachnia explained the situation of what she knows to have Megatron absorb all this information. "And since I don't see Terrorsaur or Scorponok with you along with the rest of our Predacon members…I'm betting you need troops?" She issued off to say in noticing that Megatron was short a few troops, so if more Maximals show up, what then.

"True, especially since we're spend from flying 3000 yards to get here & Terrorsaur & Scorponok are….unable to return from where they are." Buzz Saw rubbed his chin in recalling they are now short on troops as it were.

"Yes, I'll have to figure out how to get them out, but Megatron, we may need more assistance?" Fractyl pondered to think about trying to rescue those under the lava, it won't be easy.

Megatron tilt his head with a sly smile in seemingly, understanding Blackarchnia's fair point. They are short of troops, & if more Maximals show up, they'll need every arm loaded with a blaster to take care of them.

"Uuuagh!?" Then after removing the charge weapon from behind her, Blackarachnia yelped as Megatron used his other hand to clutch her neck & brought up to stare face to face.

"You are a clever one." Megatron darkly stated in seeing Blackarachnia is a Predacon in knowing how to be clever & elude herself in troubling situations. "But betray me again, & you'll wish you never come On-Line!" He threatened the she-spider with narrow eyes, anymore betrays, & Blackarachnia will pay.

"Ahhh….point…taken." Blackarachnia signed with some relief in getting Megatron's point of being more careful in the future.

Suddenly, a noise was heard that earn Megatron's attention. A hatch from the Axelon was opening up, which meant more Maximals are on the way out now to inspect what occur.

"Waspinator, Above!" Megatron pointed to the left direction in where he wanted the wasp bot, as Waspinator went off in that direction. "The rest of you, spread out!" He gave the next orders to the other fliers as they scatter to find hiding spots. "Blackarachnia. Fire On MY Signal!" Megatron turn to Blackarachnia in giving her the next order position to take as the she-spider went off to await the signal.

With his troops in place, Megatron soon took off into the air. And those on the hatch elevator were Rattrap & Cheetor, the rodent had his old blaster gun ready while the cadet didn't have anything.

"Look!" Cheetor exclaimed in noticing something to the distance.

Ahead of them, they spotted Tigatron & Ariazor's unconscious bodies lying on the ground while Mach Kick, Icthyo, Drifter & Leo were knock off by boulders. This uneasy scene could mean that just when Blackarachnia was cornered, she had…'help' from out of nowhere.

"Oh…Rattrap to Rhinox!" Rattrap yelped with worry to speak into the com-link.

* * *

 **BACK INSIDE THE BASE**

Rhinox was trying to fix some loose cable wires with Dinobot helping him at a spot. They were all trying to get Sentinel back online, when Rattrap's call came in.

"We got Trouble here!" Rattrap's voice on the com-link alerted of a problem outside.

"What kind of trouble?" William asked for a more specific update.

"The kind where everyone is knock out kind!" Rattrap's voice remotely stated the problem for anyone to picture.

"Yeah, that's bad." Ulrich nodded off in knowing that can't be good.

"On our way." Rhinox proclaimed with grip fist, they will help out if trouble was near. "You kids stay here, alright." He instructed those to not leave while the bots handle the dangerous stuff.

"Understood." Yumi nodded in knowing what they gotta do.

Now Rhinox looked to Dinobot, knowing it was time they go out & lend a hand.

"GRUUOOOAARRRrrughhh!" Dinobot let off a loud battle cry roar while bringing forth his Rotating Tail Blade in the right hand. "At last!...Battle!" Dinobot was looking forward to engage in battle, after that ambush that knock him out, he wants some payback.

"Ha-Ha!" Suddenly, someone made a cocky laugh that broke the mood, as Dinobot turn & saw someone... "If it's Battle you want!" It was Inferno making a bold statement in overhearing the discussion. "Then let it begin!" Inferno proclaimed in starting a battle, here & now.

"POwwfruvhmmm…/CLUNK!/GWUUAAayghh!/CLUNK!/UUughh!?" Inferno's missile launcher fired which impacted Rhinxo in the chest which bang him against the wall & then fell on the ground aching.

"Rhinox!" Jeremie cried out to check the Maximal Scientist, the others were confused, worried, & very puzzled.

"Where'd HE Come from?" Sissi exclaimed out loud in seeing Inferno showed up out of nowhere.

"Somehow, he must have escape from the Holding Cells? But I don't know if the surge cause a malfunction or not?" Artemis stated in what was likely the answer, but it was hard to say.

"HIYAAAaaahhh!" Dinobot turn away from seeing Rhinox was down to hear Inferno's loud battle cheer. "For The Glory Of The Royalty!" He was boasting out while saluting in a soldier pose to give credit to his leader. "POWfruvhm…PoWfruvhmm…POWFruvhmmm…" Now Inferno was just blasting away with no holds bar.

"Watch out!" Odd yelled out as he & Aelita duck to the left & the rest to the right.

"BOOM!/WAaaughh!" Aelita yelped out as she & Aelita leaped too far from their newfound strengthen bodies to the hatch elevator to fall down while an explosion occurred…

* * *

 **OUTSIDE THE BASE**

Outside the hatch elevator, Cheetor & Rattrap got off to begin approach their fallen companions when…

"Boom…" A silent 'boom' noise was heard, which made those yelp in thinking that sounded awfully close.

"Jumping Gyros! What's That?" Cheetor yelped to ask Rattrap in what was that noise just now.

"Guuagh…/Uuugh?" Then dropping down on the hatch panel, was Odd & Aelita, as they rubbed their heads…

"Odd! Aelita! What's going on inside?" Jackrabbit asked in not knowing what was happening.

But while everyone was distracted, no one saw Megatron pop out from behind a large rock cover.

"Waspinator! Open Fire!" Megatron gave the order to commence the attack.

Suddenly from over the base & a distance over the hatch elevator to over the cliff edge of the waterfall, Waspinator came from above that surprised the others.

"Pop-Kovhm…" Then Waspinator fired his Sting Missile directly at the targets.

"Incoming!" Cheetor warned of what was heading their way.

"BOOM/Ehh-EEEhh-EEhhhh!" Rattrap yelped as the explosion knock him, Jackrabbit & Cheetor across distant parts. "GUuuaoogh…." The rodent yelped in hitting the ground, just inches away from falling off the cliff.

"AAaahhhh…Guuagh!?" Jackrabbit was shot across a distance before bumping against a rock.

"AAahhhh…." Cheetor yelped out as he was shot across, but… "AAAAAHHhhh-AAAaaaahhhhhhh…AAAaahhhhhh…." But he screamed even more when he was seen falling over the cliff & down the waterfall as his voice echoed out.

"Cheetor!" Aelita yelped with worry, Cheetor's falling off a waterfall height that might just finish the cadet off.

"Hang tight princess!" Odd issued off as he summoned his Over-Vehicle: The Overboard, & the two got on before blasting off the ledge to follow Cheetor downward.

This looked like it was gonna be the end for the cat bot when…

"Cheetor…remember…" Odd yelled out as he & Aelita appeared above Cheetor, as the odd kid yelled this out. "You Can Fly Now! I Repeat: YOU…CAN…FLLLLY!" He held his hands to his mouth to shout this message off for Cheetor to recall…his Vehicle Mode came with flight function.

"Ah-Hah…Right! Beast Mode!" Cheetor exhaled like crazy before trying to think fast about his new body's capabilities while giving his command code.

Soon Cheetor transformed from Robot Mode to his Beast Mode while still falling. He yelped until he brought out his jet-propulsions which ignited & he took off into the air before it hit the bottom.

"Yeh-Heeeeey! Woooooo!" Cheetor cheered in seeing that he managed to make it out of that out, by flying in style.

"Nice work!" Odd gave a thumbs up on Cheetor's mad skills in flying out on a close second while he put his hoverboard in park for a moment.

"Odd! Watch out!" Aelita yelled out in noticing something ahead.

Then appearing from hiding locations, were Lazorbeak, Manterror, Buzz Saw, & Jetstorm, flying after the boy with the pink haired girl on his hoverboard.

"Oh man, more Preds…really?" Odd moans to complain, seeing now they have tail-getters on them. "Hang tight Aelita, I'll try to give them the old slip." He issued to say before punching it on the Over-Board.

But while Odd & Aelita handled their own problems, Cheetor was flying through the air. The cadet did not notice that Blackarachnia was hidden behind cover with Tarantulas' body. And Megatron also watch the scene from afar to notice a Maximal with new Transmetal abilities.

"Blackarachnia! Take the Cat." Megatron gave a firm order for the she-spider to take out Cheetor.

Now Blackarachnia held her anchor launcher out, preparing to take aim & fire when…

"Trissvhmm…/Forget the Maximals! Get my Body out of here!" Tarantulas took over with the glowing eyes to mutter this to Blackarachnia never mind the Maximals & leave with his body in tow.

"Nuuaugh…No Way! You heard what Megatron said! Uuuugh!?" Blackarachnia took control to protest, if she betrays Megatron, it's over…but she yelp from another mind struggle.

"Trissvhmmm…/DO IT!" Tarantulas took control with the glowing eyes to snap this out loudly in not having time for argument.

"Blackarachnia, Fire." Megatron gave the order for the she-spider to fire, but… "Fire…!" He grit his teeth in being impatient, why doesn't Blackarachnia fire at the target.

Cheetor was flying over pass on the other side, it look like he would be shot until… Blackarachnia stood up to take aim & fire her anchor shot at the distance attach with Energon Web thread. Then the she-spider grabbed Tarantulas' body & leaped off the cliff to swing away…leaving the battle.

"HOW…DARE YOU!" Megatron snapped off angrily at seeing Blackarachnia abandon her post; there better be a good excuse, or the she-spider will not live long after this.

* * *

 **BACK INSIDE THE COMMAN CENTER**

The situation with Inferno attacking in the Command Center, was not going so well.

"POWfruvhmm…POWFruvhmm…" Inferno fired more of his missile launcher's shots at Dinobot as he took cover behind the flip console table.

"AAahhhh!" Sissi screamed to cover her head from any blast shots.

"At this rate, we won't have any cover against his missile launcher's attack. It may become worse if he switches to flamethrower mode?" Artemis stated to mention the dangers if they do not stop Inferno's senseless rampage in the base.

"Nrrrugh…Enough of this!" Dinobot had enough of the fire ant's crazy wild fire attempts at his life. "PRususoohh…" Then Dinobot stood up from where he took cover, & fired his optic beams that hit the fire ant's weapon holding hand.

"Ooohh-oohhhh?" Inferno yelped from the attack as it knock his missile launcher across into the corridor hallway.

"You disarmed him!" William exclaimed to peak out, the Pred lost his weapon.

"Nice work Dinobot." Yumi cheered the Ex-Pred in handling this.

Now with the enemy disarm, Dinobot came out in preparing to fight this crazy fire ant bot.

"Hrugh-Hah! I Don't Need A Weapon To Destroy YOU, Traitor!" Inferno boasted off to grip his hand, declaring he'll take down Dinobot without a weapon. "wuuh-Hahah!" Then he lung himself without warning at Dinboot.

"WAAaugh…Uuuuuagh!?" Dinobot yelped from being tackled down on the ground by Inferno as they gaze off.

"And this got turn around pretty fast?" Ulrich remotely stated in seeing Inferno was a crazy bot without any means of his own safety.

"Come on, we have to give Dinobot some help." Jeremie issued off in seeing they have to help out Dinobot somehow while the enemy is disarm for the time being.

* * *

 **OUTSIDE DURING THE PREDACON ATTACK**

Back outside, the scene focuses on above the Maximal Base. Where Waspinator flies above at the moment, until spotting Cheetor flying across the distance…as the cadet charged straight at the target.

"Hugh…cat bot cannot fly?" Waspinator looked a bit puzzled in noticing Cheetor's change, how can a Land Base Animal suddenl gain the ability to fly. "Drruuaaaghhh!" During the distraction, Waspinator was suddenly rammed & slammed straight on a the Maximal Base's rooftop, as Cheetor was pinning Waspinator down.

"Give it up bug-boy, it'll only hurt for a nano-click." Cheetor issued in wanting this enemy to give in while the getting is good.

"Nrruagh….Wazzpinator…Never…Zzurrender!" Waspinator protest to struggle himself to get this Maximal off of him. "Nrrruaaghhh!" Then without warning, Waspinator used his leg strength to toss the heavy Beast Mode Cheetor off him a couple of feet.

"WAaaugh…Guuuagh!?" Cheetor yelped from being toss a distance before landing on the base's rooftop a few feet from his foe. "Your making this hard for yourselves?" Cheetor remarked off to say this in making a sarcastic statement.

"Pow-Kowh…Boom…." Suddenly, Waspinator aimed his weapon to fire at the target which caused Cheetor to yelp & find some cover before the explosive shot hit him.

Down on the ground, Rattrap was getting himself up from what knock him about. Jackrabbit wobbled a bit before meeting up with the rodent from what she ended up hitting against. During which, the sound of explosions from above made Rattrap & Jackrabbit realize, that Cheetor was still endanger.

"Hang on Pussy-Cat, I'm coming!" Rattrap was issuing off in seeing Cheetor needs some help. "Powfruvhm-Powfruvhjm, Powfruvhmm…/Hugh!?" But then Rattrap yelped from when light-purple sphere shots almost hit him to dodge away.

"Who's shooting?" Jackrabbit asked in not knowing what other trouble they got on hand to deal with.

"Powfruvhm-Powfruvhm-Powfruvhmm…" That's when Rattrap & Jackrabbit turned around to spot a figure on top of a boulder location, holding a glowing grappler tail weapon before firing it off from a few charges.

"Frusvhm-Fruvhm…./CLUNkvhm…." Rattrap was dodging the first two shots, then brought out his new big wheel shield off his backside for cover.

"Woah!" Rattrap yelps from blocking that attack, but that wasn't all he was surprised to avoid damage. "Skin this action?/Powfruvhmm…Clunkvvh…" Rattrap exclaimed in looking at what his eyes recognize, but can hardly believe it while still protecting himself from the attacks. "Mega-jerk's got himself some kind a nutty face lift?" He issue doff to state this in being completely surprised, Megatron's had a sudden new change from the Quantum Surge, & it's something to be concern about.

"Yeah, I thought he was ugly before….this really takes the cake." Jackrabbit exclaimed in agreement, Megatron has a new Transmetal body, which is something else.

Then Megatron leaps off from where he stood to gain the firing position, as his heavy body made the ground shake a little.

"You haven't seen anything yet, Vermin!" Megatron made a fiendish smile to say before glaring off that not even Rattrap or Jackrabbit will be prepared against what else he can do. "BEAST MODE!" He issued this forth in preparing…to transform.

Then at that time, Megatron transforms from Robot Mode, into his Beast Mode, displaying a bigger, meaner, & nastier form then his organic type. "GRURUAavhhmmm…." He makes a retro-mix T-Rex growl that from his very form, could make some tremble to face a Tyrannosaurus Rex in a Transmetal state. The new T-Rex body is now mostly the bronze, his feet are the same, his tail grappler is were it is, plus he has a medium-size longer T-Red metal-two ringers, & his T-Rex head is a shiny purple color with clear red optic eyes.

"O-O-O-Okay, THAT….is terrifying. What could be worse then a Metal T-Rex!?" Jackrabbit slightly felt worried, she's seen Megatron's T-Rex form before, but never in a metallic state.

"STOMPVhm…" At that motion, Megatron steps forth to get some attention, before he displays a new additional feature from his transformation; roller skates fold out of his feet. "Trusvhmm…POWFRUUVVHMMm…." Then from his sides of his legs, came turbine hover fans, as they ignition off like jet boosters of the same light-purple color. The loud noise from them & the cocky evil Metal T-Rex smile showed that Megatron, was challenging those to stand against a Beast Mode that was like a VTOL-enhanced Rollerblader type.

"I stand corrected, a Metal T-Rex with rollerblades & turbine hover fan function! What now?" Jackrabbit corrected herself on what happened, & wonders…how they are gonna get out of this one.

"Oh-ho! So ye wanna play 'Chicken' hugh Mega-jerk?" Rattrap comically replied off in figuring out what the Predacon Leader was up to; a game of chicken. "BEAST MODE!" That's when Rattrap also announced his code to transform. Now Rattrap transforms as well, as he was on his rodent paws in about to go toe-to-toe, or in this case; Beast Mode to Beast Mode.

"Are you NUTS! You wanna tangle with THAT!" Jackrabbit exclaimed in shock, Rattrap wants to go toe-to-toe with Megatron in a Beast Mode brawl match: that's crazy!

"Heh, it's either dat or get squash, so which do you prefer? Ride with the rat or get Dino-Flat?" Rattrap shrug off to simply state a matter of which the rabbit was gonna choose.

"Hmmm…take a chance with a metal rat or with a metal T-rex….yeah….no comment." Jackrabbit gave a quick review & decided, what do they have to lose. "Beast Mode!" After announcing her code to transform, Jackrabbit transform to her rabbit Beast Mode to hop onto Rattrap's body to grip around the head to hold on tight.

Megatron was suddenly at this moment done waiting, as he jet himself off at a fast speed to charge down his foes. Rattrap gave a rodent snarl, before transforming into his Vehicle Mode with the wheels & exhaust pipes coming out. Now Rattrap rev'd himself off; as now it was a metal rat facing up against a metal T-Rex. Jackrabbit held on tight, this was a ride she's never experience, & hopefully, won't be her last.

"Now Rodents…FEEL MY POWER!" Megatron declared off in about to demolition Rattrap who stands no chance against his might.

"Rattrap….I hope you know what your doing!" Jackrabbit stated with concern, cause to her…this was suicidal; a rat can't defeat a dinosaur in power & size difference alone.

"Heh, no worries, all according to plan." Rattrap shrug off to simply state, he's got this under control.

"Oh I can't look!?" Jackrabbit yelped to use her long ears to cover her eyes, but opened them enough for a peak.

Rattrap & Megatron were still charging to see who chicken out first. Megatron let off a growl with his teeth in about to shred the target, Rattrap glared with his eyes, seeing this will be close. Then without warning, Rattrap's tail suddenly became straighten. Then Rattrap was putting the breaks on his wheels before leaning his body on the left side to shift his weight, as the tail was in the path of…Megatron!?

"GRUUAAGh…!?" Megatron yells off from when he was tripped by the metal tail. "GUUUAAAauughhh!" Then he impacted on the ground at a fast paste before coming to a stop.

At this moment, Rattrap finally skid to a stop on the other side. Jackrabbit got off as she transform to Robot Mode. Then Rattrap undid his Vehicle Mode to be in his basic Beast Mode, & then transform into Robot Mode. Some couldn't believe it, but Rattrap's pulled through in the end. Even Jackrabbit was super stun, the metal rodent's plan actually came through.

"Power 'You' Got!" Rattrap looked at the enemy leader to comment that he's got power alright. "Brains?….Is another story?" He pointed to the noggin before shrugging off to sarcastically state; without having the smarts, Megatron's not too smart to realize what was pulled over.

"Heheehh, that was kinda fun. Both the ride, & seeing Mega-Jerk lose against a rat." Jackrabbit giggled a bit in how fun & silly that was.

"Eh, I'll take what I can get?" Rattrap shrug off lightly in taking the comment as he sees fit.

"Grrrrugh…Megatron - TERRORIZE!" Megatron was seen getting up from his fallen state to growl before announcing his activation code. "GROOUUARrughh!" Then with a loud metallic roar, Megatron transforms himself from Beast Mode to Robot Mode.

"Oh no..?" Rattrap yelps in seeing, Megatron is now about to engage…with weaponry firepower.

"Double Oh-No!" Jackrabbit also yelped in seeing now the battle's gone from Beast Mode…to Robot Mode with new artillery power.

"Trusvhmmm…Powfruvhm-Powfruvhm, Powfruvhmm…" Then Megatron charge his spear grappler to fire a few shots.

"DUCK!" Jackrabbit yelled out before hopping on out of there.

"Geeeugh!" Rattrap duck down in avoiding the first few shots. "Oh, give me a break!?" Rattrap complained off in seeing this was just getting bad here. "WOOAaahhh!/BOOMfruvhm…. " Then he ducks over with the two mares in avoiding the next shot that exploded near them.

Elsewhere, Odd & Aelita rode the Over-Board as they were still under pursuit by Lazorbeak, Manterror, Buzz Saw, & Jetstorm.

"Odd, you can't out maneuver them with me onboard. We have to do something?" Aelita suggested they do something, or the enemy will catch them.

"Man I know that, we gotta shake these guys." Odd exclaimed that the Preds aren't gonna let them go scott-free. "I'll flank them right, you flank them left." He explained the plan that they can use to help another out.

"What?" Aelita yelped at such a thought, they are on the same Over-Vehicle, how can they split up.

"Don't worry, you can fly now, remember?" Odd smiled off in commenting that Aelita can fly while he rides his Over-Board.

"Yes, but I barely know how?" Aelita exclaimed in not having had much practice with her sudden discovery.

"No problem, just…you know…wing it?" Odd shrug off to lightly comment with a smile.

Aelita was a bit hesitated about doing this, but then Odd whispered something in his cousin's ear which perk the elf girl. Then as the Predacon fliers were vastly approaching, Odd zip to the right & Aelita leaped off to dive to the left; as they split up & caught the enemy by surprise.

"What the….has the Key LOST it!?" Lazorbeak yelped in seeing this was a crazy stunt, even for him to believe.

"Hehehehe, well now this make it easier. She has nowhere to go but straight down without any means of flight." Jetstorm snickered in seeing the perfect chance to obtain the Key that can't run away now.

"Hey, what about him?" Buzz Saw pointed to Odd's direction.

"You & I will take care of the odd one, you two…go after the Key! Quickly before the boy comes around." Manterror explained the case as the Predacons will split up to divide & conquer.

Now Lazorbeak & Jetstorm went off after Aelita while Manterror & Buzz Saw pursue Odd. Aelita was falling fast, & saw the two fliers were trying to catch up to her.

"Surrender Key, you know this won't end well." Jetstorm ordered the pink haired girl to give up now, cause going splat isn't what anyone wants.

"Yeah! We know that Human beings CAN'T FLY without wings!" Lazorbeak issued off in seeing the child can't get out of this.

"Ohh…" Aelita looked away from her prusuers, & saw how close they were near the ground now. "Okay….I hope this idea works?" Aelita stated to herself, as she reaches her star wrist device.

"Tap…/FRsusvhmm…" Then the pink girl tap the wrist on the pink star, & then what hat happened next, her energy wings sprung up & flew her upwards & pass the diving Predacon Fliers.

"WAAAaugh! Since when did the Key grew WINGS!?" Lazorbeak yelped in seeing Aelita sprung wings, how & when did that happen.

"LOOKOUT BELOW!" Jetstorm yelled out in a panic tone, they were diving too close to the ground.

"ARRRruaghh!/AAAAughhhh!" Lazorbeak & Jetstorm screamed as they were not pulling up from approach the ground, and… "CRUSHFruvhmm…" They crashed down hard and left a dirt trail; they even were seeing pink energy wings flap around their heads.

"Hmhmhhmm….Odd was right, that was kinda fun to pull." Aelita contain her giggles at how funny she saw the Predacons crash while flapping overhead. "I better catch up!" She stated in looking upwards, & took off to find Odd.

At Odd's situation, Manterror & Buzz Saw fired their weapons at the boy, now that Aelita wasn't present, they could resort to more fatal measures. Odd couldn't fight much, he can still use his Shield for defense, but he couldn't aim with his back turn, & many of his fired Laser Arrows missed or the enemy dodged.

"You can't handle us kid, give it up!" Manterror remarked off that Odd has no chance against them if he can't do anything by flea.

"Yeah right! Like I'm gonna surrender." Odd remarked back to counterattack that comment. "Okay, I got two Preds on my tail, which is literally there by the way?" He was speaking to himself, & pretty much had to keepo in mind, of having a tail now.

"Hey, should it be normal for human creatures to have tails?" Buzz Saw raised an eyebrow in seeing the odd boy has…a tail?

"The surge must have mutated him as it did Megatron, but don't worry….he's still a Scrawny creature." Manterror remarked off to see that Odd was nothing to even consider a threat.

"Uuuuuagh! How many times I gotta say it….I'm SVELTE!" Odd clutch his head to shout out loud about anyone that calls him scrawny; sheesh. "Ugh, why don't you two just go & warp to another place. Take a Wormhole! A Portal Vortex! Heck, I wouldn't even mind if other alien beings beam down & Teleport you to…" The boy was clearly annoyed by the insult & wished these bots just leave him alone.

"Topvhmm…" Then Odd was enveloped in emerald light before vanishing from sight.

"HUGH!" Buzz Saw yelped in seeing Odd just, vanished.

"What The?" Manterror raised an eyebrow out in seeing the tailed feline boy just…disappeared.

"Topvhmmm…/Hugh?" Then the same emerald light appeared near a rocky canyon wall, & Odd yelped in realizing where he is; but the enemies spotted him in a tight corner.

"Wait, how'd he get over there?" Buzz Saw raised an eyebrow in how Odd appeared in that spot.

"I don't care, just get him! He's TRAPPED!" Manterror snapped off in seeing the boy can't escape from them now.

The Predacon Fliers soon were charging right at Odd, & the boy saw he couldn't fly left or right. Even going up or down, forwards had Preds & behind him a mountain of rock.

"Oh man, I'm cornered? I must have done something to appear here. Come on think…what did I do? I must have said something in my remark comments?" Odd was trying to think in what he can do to get out of this mess. "Ugh…Wormhole…No…Portal Vortex? No…" He was trying to say what he spoke, but nothing was happening.

"You're ours now BOY!" Manterror exclaimed as he had his buzz saws spinning.

"Um…Um, wait! I Got It!" Odd suddenly remembered the word he said, & hopes it's the one. "TELEPORT!" He yelled this out with all his will.

"TOpvhmm…" Then the same emerald enveloped light covered him, & Odd vanished when the enemy fliers were about to nab him…

"WAAAAAAAALL!" Buzz Saw screamed out this in shock, as they are gonna fly straight into a…

"CRASHPOWfruvhmmm/ARRUUAArughhh!" And soon Manterror & Buzz Saw crashed into a splat state right on the wall from not stopping.

"Topvhmm…." Then appearing out in a different emerald light in a different location, Odd appeared while noticing everything he just went through. "Heheh, well what do you know? I got myself a cool new power?" He looked at himself in realizing, he discovered that not only had his body changed, but he gain a new ability. "Teleportation….Wait till the others see this!...Hugh…" He was feeling so good, but then something occurred.

"Trsuvhmmm…." Odd's eyes flash brightly, as he saw something….

Imagines of Megatron aiming his tail spear at Cheetor, Rattrap & Jackrabbit before…he opened fire; & then everything flash out to return the boy to the present.

"Woah…what was that?" Odd was a bit spell-bound, unsure what even happened.

"Odd! Are you okay?" Aelita called out as she flew in with her energy wings to see Odd; but he looks like he saw something strange.

"Yeah, but the others won't be…come on…I'll explain on the way." Odd issued off in fearing something bad will happen if they are not there to stop it in time.

"Okay…" Aelita nodded before the two began to fly off…unaware of some hidden figures following behind them.

At this moment, Cheetor was behind cover while under heavy fire, before peaking out… "Pow-Kofvhm…BOomm…" But then duck back in when Waspinator continued to attack with the long-range weaponry.

At that time, Cheetor transform into Robot Mode before gripping his tail that became his extension lash hook weapon, readying himself now to try it out. Waspinator was soon heard flying near the spot of where Cheetor hid behind damage turrets, & looked to find the cat-bot was gone… But then Cheetor swung his weapon that disarm Waspinator's weapon off his hand.

"NRUuuarugh!?" Waspinator yelped from being disarmed like that.

But then without warning, Waspinator transformed to Beast Mode before flying off to flee from the scene.

"Nobody bugs out on this cat!" Cheetor issued off to say this in not about to let this enemy fly off free. "REOROowwww!" Soon Cheetor transform to Beast Mode with a cat-growl before getting his jet boosters ready when he leaps off the top roof.

But soon the eyes of chasing the fleeing target was pass, when looking down on the ground, saw Rattrap & Jackrabbit were being pinned down by Megatron.

"Uh oh! Rattrap's in trouble. And so is Jackrabbit." Cheetor exclaimed in seeing his pals were endanger. "Time to pounce!" Soon Cheetor flew off from chasing his fleeing target to head down where the other action was.

At the same time, Rattrap hid by a small cover to peak out & use his wheel shield on the left hand & fired his blaster in the right. But the rapid shots were only seemingly slowing down Megatron as he was firing his powerful weapon & his Transmetal body withstood such small blast firepower. Rattrap had to duck down to hid again as the enemy continues to fire & approach.

"Oh man…what does it take to STOP this 'Bucket of Bolts'?" Rattrap moans of in seeing that he's hardly making a dent in Megatron's heavy structured armor plating.

"How about your Demolition Charges?" Jackrabbit stated about something the rodent could use, explosives.

"The, yeah….if I BROUGHT Them!" Rattrap rolled his eyes in stating he didn't remember to bring those with him; but he could sure use them about now.

"Hang on Rattrap & Jackrabbit!" Cheetor called out to say this in preparing to dive on downwards.

Soon Rattrap & Jackrabbit looked up to show a sign of hope of someone coming to bail them out of danger.

"Air Cheetor is coming in!" Cheetor issued forth to say this in preparing himself as he was now mid-air off the ground to fly straight on.

Megatron turn to notice who was coming at him from behind after hearing some disturbance. Cheetor was getting his game face on, Megatron yelps in seeing this before…he instantly moved to the side.

"WOooahhh!" Cheetor yelps from having missed tackling the intended target.

"WHA! Woah-Hey!?" Rattrap yelps in dropping his gear & weaponry to yelp, as Cheetor was heading for a collision unintended: at the wrong target.

"EVADE! EVADE!" Jackrabbit aleerte to swing her arms towards another direction for Cheetor to turn & evade them, but….

"CRASHfruvhmm…/GWUUAAaughh!" Suddenly, Cheetor crashed right against Rattrap & Jackrabbit while they made a heavy impact across the ground. At this moment, Megatron smiled in seeing this, as he approached to see Cheetor on top of Rattrap & Jackrabbit from the heroic attempts to stop him. Then Megatron was charging his grappler tail in preparing to strike the weaken targets.

"New Packaging…Same Product…" Megatron addressed out in stating those like Rattrap & Cheetor have some new tricks, but they remain the same. "Losers!" Megatron glared off in labeling that even with two Maximals with new Transmetal features, they lack the quality to match him even with some additional help.

"Laser Arrow!/Pow-pow-powvhmm…." Then shots from above came down that blocked Megatron's view; as the dust cleared, he saw those in front of him. "Sorry, but wasting our friends, is off today's lsit." Odd stated as he floated on his Over-Board & Aelita flap her energy wings nearby behind her cousin.

"Hmmm…?" Megatron was focus on those here, but…he slowly recognize those here. "Ahhh, if it isn't the Key…& her half related family member. It seems you too…have undergone, a change. Why, I hardly almost didn't recognize you." He made a sly smile in recognizing those that he almost didn't recognize, the Quantum Surge change their appearance.

"Don't matter what changes you, you're still the same." Aelita glared in seeing Megatron for who he really is.

"Huhuhhuu, I'll take that as a compliment. Now, I have more then what I need." Megatron let off a slight chuckle, as he smiled at seeing this perfect opportunity.

"Ugh, case you missed it, we're here to stop you." Odd raised an eyebrow in stating, they can still resist.

"Are you now?" Drago Wing's voice was heard: as he zipped in to hold his axe-weapon against Aelita's neck.

"Hugh!?" Aelita gasped in seeing the Predacon show up when she wasn't paying attention.

"Do not move…I hate to be responsible for damaging such a beautiful face." Archadis spoke forth in seeing how he appeared next, claiming to damage Aelita's face, would be a real shame to witness.

"Aelita!" Odd looked away from aiming at Megatron in seeing the pink haired girl in trouble.

Then appearing was Raid Jango & Fractyl that hovered down to aim their weapons at Odd to prevent him from moving.

"NRRruaghh….you should have watch your rear child." Raid Jango snarled off in stating the mistake that was done.

Excellent work Predacons, keep them detain." Megatron smiled in seeing the targets were kept from interfering.

"And what of the other Maximals here?" Fractyl asked in what they do with the three Maximals that are slightly off their rockers.

"I will deal with them…" Megatron issued off to say, as he re-aims his weapon. "Now where were we…" He slyly smiled in about to finish what he started.

Odd & Aelita could only watch, seeing Megatron was about to terminate their friends unless something could be done to stop him.

* * *

 **BACK INSIDE THE COMMAND CENTER**

We see Dinobot & Inferno in a struggle hold, with the Ex-Pred's hands on the enemy's shoulders while the ant-bot had the hands on the face & neck…

"GRRruagh…UUrraugh-HRuurgh-Hrruagh!" Dinobot was struggling to remove Inferno's hands from his face. "Nrrruaghh…" Dinobot was almost starting to feel himself losing here…

"Let him go for creep!" Sissi snapped off in wanting the guy to release their friend.

"Ugh…what's it take to pull him off?" Yumi struggled to get the fire ant bot off seem hard.

"His physical strength & endurance to pain makes him unable to register us as threats." Artemis exclaimed in seeing Inferno didn't care if he was endanger until he accomplish his own task.

"Baahhh….you children cannot overpower me!" Inferno remarked off in seeing the children can't harm him.

"NRRaugh…YUUUrraugh…Getaway!" Dinobot groans to say his words to get the children to leave him.

"No way Dinobot!" Ulrich protest to say this.

"We're not leaving you!" William issued that they will not abandon him.

"Don't worry, I'll deal with them once I'm done with the traitor! Hahahaha!" Inferno proclaimed forth in what he will do, as he continued to strangle Dinobot. "You're Mine Now!" Inferno proclaimed in finally about to end Dinobot here & now.

"GRruagh-Nrruagh…" Just when it seem over that the children's strength was useless, Dinobot's snares cease when…a large hand grab Inferno by the head to pull him up.

"Urrraugh!" And it was revealed to be Rhinox, with a black stain on his chest plate from where the missile shot impacted him earlier. "I don't think so?" Rhinox remotely lectured Inferno that his chance against Dinobot, came to an early conclusion.

"Rhinox!" The children exclaimed in seeing a familiar Maximal back on his feet.

"Your alright." Jeremie stated in being happy the big bot was alright.

"Been better. Now, as for you…" Rhinox responded off to say while focusing on the Predacon that hurt him earlier… "GRRraughh!" Then Rhinox tossed with all his might, threw Inferno over to the open hatch elevator.

"Heeeuuulp!" Inferno cried out as he fell down upside-down…

Back outside, Megatron looked ready to end the Maximals when…

"Cuuuogh!" When a yelp noise caught Megatron's attention…& saw Inferno splatter at the bottom hatch platform; damaged.

"Inferno!" Megatron called out in seeing his loyal Predacon in trouble & approach to inspect the fire ant bot.

"Royalty! You've COME For Me!" Inferno slowly rose up a bit in recognizing Megatron & sounded with joy that his leader came as he was in trouble.

Then the Predacons looked up the hatch elevator, & guess who they saw waiting inside…

"MEGATRON!" Rhinox yelled this off angrily with a shaking fist, & was preparing his Gatling Machine Gun to fire with rage at the one he's upset for what happen to Optimus.

Megatron grabbed to toss Inferno away from the hatch platform to avoid the blasting. Odd saw this as a chance, & then made his move to help Aelita out of a jam.

"Aelita! Duck!" Odd issued to alert the pink haired girl in what to do while drawing attention to himself.

"Ugh…right!?" Aelita nodded off as she dropped her energy wings & drop down.

"Wha?" Archadis looked as he & Drago Wing were stump, the Key's wings retracted to vanish before them.

"POWFRUVCM…BOOM!" Odd then suddenly put his claws together, & from the gauntlet set, fired a super-size arrow that impacted the two.

"GRRaaughhh!" Drago Wing was heard screaming as he & Archadis were knocked back.

"Why you…." Raid Jango was about to attack Odd when…

"Odd!/Pusfruvhmmm…" Aelita held out her right hand, which at that time created something: a pink sphere of energy which was fired off.

"PAvfruvhmmm…/GRRRAArrughh!" Raid Jango was hit by the sphere, as he was covered an energy field that shorted him out to drop down.

"Wha…what was that?" Fractyl yelped slightly, he was unaware the Key could perform some type of energy base sphere attack that could harm them.

"Awe sweet Aelita, now you got something to let you fight." Odd cheered in seeing the pink haired girl just got a new move.

At that moment, Megatron turn from where he was to noticed that Rattrap, Jackrabbit & Cheetor were coming around. And that Fractyl was outnumber with Raid Jango down & the others blasted faraway.

"I believe it's time for a tactical retreat." Megatron commented firmly in seeing the odds were rising against him, they must retreat…for now. "Fratcyl, get Raid Jango, we're leaving!" He turn to the only Predacon left active to give him aid to take their troops & leave.

"At once Lord Megatron!" Fractyl responded to fly down to swoop Raid Jango up & flew away from Odd & Aelita.

Soon Megatron transform to Beast Mode, then had his hover fans extended to ignite. Then with a leap, Megatron grabbed the unconscious Inferno under his claw feet, & then flew off across the distance. Everyone saw Megatron & Fractyl flying with their unconscious troops to vacate before more Maximals arrive to outnumber them.

"UUuugh!" Rhinox dropped down on the hatch platform in holding his weapon out, & saw no enemy around.

Rhinox looked over to spot Rattrap standing up & Cheetor slowly regaining himself to stand along with Jackrabbit. Odd & Aelita came around to check those that fought in battle after experiencing it with their new change in appearance. The Maximal Scientist then ran off followed by Dinobot dropping down, but appeared annoyed. The human children rode on the other hatch elevator to spot where everyone was going to follow. During the moment, Rattrap was bonking his left side head to knock a few loose bolts out, much to anyone's surprise he had a few screw looses from the fight.

"You know, ehh…" Rattrap was speaking off as the cat bot was listening here. "A few Flying Lessons…Wouldn't hurt?" The rodent wiggled his right hand to show a form of flying that Cheetor, needed to work out on how to fly; they appreciate it.

Cheetor looked down in knowing he tried the rescue attempt, & well…he needed to work on his flying routine.

"Cheer up Cheetor, heck if I could fly, well…" Jackrabbit smiled to pat the cat-bot's back to encourage him…

"You need a LOT more practice." Rattrap cuts in to make a smart remark on the youngest bot needing more practice to even fly a simple mode.

"HEY!" Jackrabbit snapped off in protest.

"Easy there Jackrabbit." Aelita patted Jackrabbit to have her not lose her temper.

"Still, these new bodies will need some getting use to?" Cheetor stated to re-examine himself, knowing the new bodies need more work for anyone to get a handle on them.

"Join the club, heck…I think our new change is pretty good too." Odd smiled off to comment about such a topic.

Looking to the other side, Rhinox & Dinobot approach the group followed by Jeremie's group.

"You five alright?" Rhinox asked with concern about the three Maximals that were finally able to come around & the two kids that fought hard too, if they were alright after what happened.

"Yeah-yeah, nothing a hot oil bath won't cure." Rattrap waved off to say this in saying they're fine & be okay in a bit.

"What about you two?" Yumi asked how Odd & Aelita are fairing.

"Peachy, & get this…Aelita & me got new abilities. I can Teleport…&…I think see visions of the future?" Odd exclaimed to say in what he & Aelita can do while mentioning his new abilities.

"Yeah, sure….teleporting & future sight, that's some power to fool anyone to think you have them." Ulrich rolled his eyes in thinking Odd was just full of hot air on what he thinks he can do.

"It's true, I'll prove it!" Odd was trying to focus to see something, but…no dice on seeing a glimpse of the future. "Ugh….okay, so…I guess seeing the future by my own will is out for now?" Odd signed in seeing he needs more work on controlling that ability. "But I can still prove this…Teleport!" He proclaimed in one way to show his new teleportation powers are the real deal.

"Powvfruvhmm…/Frushvm…" Then Odd vanished in a green light in one spot, but appeared in another spot behind his friends; making them yelp in surprise.

"What the?" Sissi yelped in seeing where Odd was, & now he's right next to them. "You really CAN Teleport?" She was astonished by what they saw.

"Amazing Odd, so then…if you can do that, what can Aelita do?" William asked in wondering what else even Aelita can do that's just as amazing as what Odd demonstrated.

"This…" Aelita held out her hand that produced an energy orb that everyone saw. "I think they're like electric energy with gelatinous form, Odd likes to describe them…as Energy Fields." She smiled in what to basically dub these things that she can create.

"Incredible…I mean, we all knew your main power was Creativity, but now you can form energy wings & energy sphere type attacks? There's so much I wanna know?" Jeremie examine the pink orb, fascinated that Aelita could do other things outside her Creativity power.

"Well…I can extend them like this…maybe for protection?" Aelita stated as she stretch the sphere to the point, it look like it keep attacks from hitting her. "While one seem to stun a Predacon, what happens if I used both together?" Then she created a second pink orb, merge them to become larger to double to triple the size, & then hurl them off that caused a miniature explosion on a nearby boulder: surprising everyone. "Um…oops?" Aelita sheepishly exclaimed in seeing that might have been too much. "Um, well…at least now I can fight more then before, right?" She shrug off in seeing that no, she can defend herself more then she use to be.

"Hmm….Intriguing as it might be for the Key to acquire such new feats." Dinobot hums a bit to himself in judging Aelita's new abilities when out in the battle field. "But…I can tell that she does not have an affinity for combat, the orbs are also quite slow for long-range weapons, they can be dodged rather easily. No, this new power seems to me, that it is more often useful…for defensive purposes." He became firmly serious in seeing that the power & Aelita's character, suggest the pink haired girl, was more suited for defense then offense at best.

"Hey come on Dinobot, give her a chance, it's only our first time." Odd smiled to pat Aeltia's shoulder in seeing his cousin was just getting started in how to fight better.

"True, it seems like changes have been made to many, &…maybe the planet too." Artemis pointed out it's not just those that became Transmetals or for some, become Metahumans, but the planet too has changed.

"Yeah, planet's different alright, & not just us, but the Predacons might have become Transmetals too." Jackrabbit pointed off that even their enemies have changed, & not for the better.

"We're gonna need a lot of help. Speaking of which, where are the others?" Cheetor asked in noticing no one else was coming, why was that.

"Grimlock heard explosions during Dive-Bomb's check ups & fixing anyone damage from the surge. And Grimlock tried to get out, & well…got stuck & everyone had to pull or push him free." Artemis sheepishly rubbed her back head in how no one else got out, because of such a thing that happened.

"Man, so much has changed, & while some for the better, others, not so much?" Rattrap signed in seeing how things just aren't looking up for them. "But if you ask me on one thing we can all agree on…is that the Beast Wars…just got a WHOLE Lot Weirder?" Rattrap looked off at the scenery in seeing Megatron & Fractyl at the farthest distance as they were flying off to a dark stormy cloud area: acknowledging that from what they experienced, the war became a lot more weirder then they expected.

* * *

 **MEANWHILE**

 **IN A REMOTE DESERTED CANYON AREA?**

Arund a deserted canyon area, dark clouds were form as rain began to pour. Flashes of orange lightning went off across the sky, no one would wanna be out in this unnatural weather. But then without warning, DNA Wave scan rays lit up, a Stasis Pod was near, but the major thing was….it was not just ONE!

" _Scanning For...Lifeforms._ " The male computer voice proclaimed in performing the pod's active function.

"TRuspvhmm…." The DNA Scanner Waves were rotating around the entire area, locating any natural form of life in the area.

Course seeing the pods were crashed & performing within this terrible storm of flashing lightning, did not seem like a good time…

" _All…Systems…Malfunction-n-n-Nnnn…_ " One of the nearby pods open control compartment was showing Cybertronian coding, animal images of different species, & a crack display spot, even the danger meter for the lifeform was dangerously close from the yellow to the red.

"BREAKFruvhmmm…" Then from the pod's glass hatch, a hand broke through as if trying to…cling to life.

More flashes of lightning occur, before everything went dark as a new problem was just about to rise up in a NEW Beast Wars…to Begin!

* * *

 **NOTES** : While in the TV Series, Terrorsaur & Scorponok meant their end, but seem to have survived in the comic version. I will plan a future chapter of where they shall make their return, & as Transmetals.

Now while what we noticed, those in CR Chambers & Restoration Chamber Pools, were shielded from the affects of the Quantum Surge. However, a 'tiny' difference was done for Rhinox & Waspinator. Sometime after the Other Visits 2-parts episodes, I'll begin a chapter of where they are late bloomers & become Transmetals.

The Human population in this story, some that have been exposing themselves around some to large quantities of Energon & from the contact of the Quantum Surge, will be changed. Think of it, as if one became a Meta-Human (Like from the origin of Static Shock TV Series), & there are those that changed or those that will change later on as late-bloomers.

*Odd & Aelita's change appearance is base on their Code Lyoko Avatar forms & using the abilities from the show. Pretty much their Avatar forms are from Season 5 (AKA Code Lyoko Evolution) since they are a bit more evolve then from Season 4's batch.

* * *

Well there we go, the first new Beast Wars Season Two story is now about to begin. Hope many enjoyed the surprises that were seen, & can expect much more. Also, just like in the past, if anyone has any ideas for some OC Maximals & Predacons, know that while the detail information is the same, this time, the focus will be on bots of Transmetal design, plus the Fuzor types. Which can be found as 'Transmutation' for obvious reasons (mutated super-structure & malfunction of fusing two or more distinct kinds of beasts), so it'll easier to know while working around Beast & Robot Modes. And I myself have some good ideas on some new OCs to add in, but this way, my fellow fans, viewers, & more, can also partake. Here it is…

 **-Transformer OC Create Work-**

 **Name:**

 **Function: (Maximal Or Predacon)**

 **Transmutation: (Transmetal OR Fuzor)**

 **Beast Mode: (Appearance)**

 **Robot Mode (Appearance)**

 **Arsenal: (Weapons Of Use?)**

 **Bio: (Info About The OC)**

Okay then, now that we gone through all of that, you know what's next. Next chapter, strange actions take place, Dinobot sneaks into the Predacon Base to steal…the two Golden Discs. But why so, & what truths do they hold? Meanwhile, everyone is after where the Stasis Pods have fallen on the planet since the events of the Planet Buster caused them to drop from orbit. But something has happened during a malfunction on some pods near Predacon Territory, entering a new breed of Transformers which are to be called…FUZORS! And Megatron has aim to recruit the bots that do not know their prime function into the Predacons, & to turn the tide when the Maximals begin to snoop around. While that is occurring, Rhinox is performing a strange experiment, which may endanger his life. So what's gonna happen next here, well…just have to wait & see…Because the Beast Wars is about to enter it's second act in the age of Transmetals…


	2. Chapter 02: Coming Of The Fuzors, Part 1

Well folks, he's the 2nd chapter of my Beast Wars Season 2. And boy, are there some new twist & things the VISION-KING has planned to open up & show. So better stick around & see what is gonna be seen in this new chapter. It'll have things both new that did not occur in the TV Series, one from the comics, & the other, from fanfic. Getting excited to see what happens, then check it out & see while enjoying it…

* * *

 **Chapter 02: Coming Of The Fuzors – Part 1**

 **LOCATION: DESERT CANYON - MT. KILIMANJARO**

 **THOUSAND MILES AWAY FROM AN OLD ZOO?**

The scene opens around the nighttime, in a deserted canyon area. From nearby mostly part-dead trees, a scorpion was seen moving from the light of…a Full Moon. There were gray stormy clouds across another distant area, but flashes of lightning were seen as orange color. There were weird noises of 'beeping' sounds, for seen across on the ground were scattered parts which belong to…some nearby crash Stasis Pods! They were no doubt some of the pods that drifted in space before having fallen to the planet due to the Planet Buster event, & revealed the state they are in. Some had red flashes, sending out a signal while still working under function, before another flash of lightning occurred.

* * *

 **ELSEWHERE**

 **BY THE PREDACON BASE**

Within the dormant Mt. Kilimanjaro, the Predacon Ship: Darkside, was seen while appearing a bit wreck from the Quantum Surge event.

"Beeep-Beep-Beep-Beep!" Suddenly, the alarms were going off without warning. " _Stasis Pods Down In Delta Quadrant._ " A female computer voice announced in picking up the Stasis Pods that were located near the Predacon Territory.

Coming out of the Predacon Base, was Megatron in Beast Mode, followed by Waspinator & in Robot Mode was Inferno, Drago Wing, Lazorbeak, Manterror, Buzz Saw, Jetstorm, Fractyl, Archadis, & Raid Jango.

"Quickly! We must hurry! Inferno, Lazorbeak, Manterror, Archadis with me" Megatron issued off in wanting those that are joining him, to hurry along. "The rest of you, explore our territory & repair any damage to our defenses."

"Nrruaaghh….it will be a pleasure, wouldn't want any unexpected company." Raid Jango bowed down in exclaiming this to have their defenses all fixed up.

"You mean when we attack the Maximals?" Buzz Saw raised an eyebrow in recalling how they caught the enemy unprepared, but still lost afterwards.

"The Warp Gate is up by 50 percent. We need more time for the repairs, but you should be able to reach your destination Lord Megatron." Fractyl explained this out about what they are currently doing to help make it easier when traveling over this planet.

"Perfect…now get moving! The sooner our forces increases, the better chances we have against the Maximals." Megatron proclaimed this forth in knowing with more troops, he will win with overwhelming numbers. "Yesss! Um!/STOMP!" Then after he said that, he stomps his T-Rex feet for a boast while bringing out the rollerblades, & used his hover-fan craft sides to lift off.

Megatron & those following behind him had flown off into the distance. The others that remain split off to explore other parts of their territory. The one left behind at the base to watch everyone leave was Waspinator. But at this moment, Waspinator looked up at the night sky to find, what use to be TWO Moons, is down to just…

"One Moon Now…" Waspinator exclaimed in recognizing the difference from having been on the planet for some time. "Hmmmm…?" Waspinator rubbed his chin in thinking about something that…made the wasp-bot curious of there being only one moon. "Those markings?" He tap his insect hands together in recalling something; this scenery of a planet much like this, with one moon, maybe... "Hmmm! Wazzpinator Knowzzzz!" Waspinator jump for joy in having had a brilliant idea on where he's seen such a familiar scene.

Without wasting time, Waspinator turns around to fly into the Predacon Base. But further away from the enemy base, it was being watched from a high post cliff. It was none other then Dinobot in Beast Mode, apparently scouting the enemy. But his attention was diverted towards the night sky, staring at what would get anyone's attention was….the lonely moon in the sky orbiting around the planet.

"Nrrruarrrughh…." Dinobot narrow his eyes to let off a snarl; seeing only one moon instead of two, it gave off…uneasiness.

"Wha wrong fellow Dinobot?" Grimlock spoke from nearby in Beast Mode, pondering what Dinobot was so curious about.

"Grimlock, stand your ground, we mustn't let ourselves draw…" Dinobot pointed to the big bot to not move where he is hidden.

"Trsuvhm…/Maximal Inferred Signature – Detected!" Then popping up was a hidden blaster trap that had it's video lens screen label a surprise Dinobot as…a Maximal; an enemy.

"Powfruvhmmm…BOOM!/GRrruuaaaghhhh!" The defense system fired two sphere shots, but Dinobot dodge over to avoid the explosive force. "Gurgh-Grugh…." Dinobot was down on the ground, hands on the head to cover from the falling rubble debris before it cease. "Nrruagh-Hrruagh-Hrruagh-Hrruaghh…" He let off snarling exhale motions; that was too close, if he's seen again, that defense will damage him badly.

"Friend want Grimlock to attack?" Grimlock asked in thinking this was time for him to smash something.

"No! If your seen, you'll get shot as well! We need…another altenrative solution?" Dinobot "NRUUUHUUAguh!?" Then his focus was shifted towards what caught his attention.

Nearby, there was a boiling pong of muddy water, no doubt caused by the volcanic heat pressure within the area.

"Hmmmm….?" Dinobot hums with interest in finding this mud spot as it reflected his image a bit. "GRUUARRRruuaarrrughhh!" Then Dinobot immediately began to transform to Robot Mode: as he seem to have a plan & it involves the use of what he's found.

"What friend doing with mud?" Grimlock raised an eyebrow in finding this strange.

"Grimlock, remain here & keep watch of any Predacons. I shall begin my own….approach…" Dinobot issued forth in having his own plan to….get by.

Meanwhile, the defense system's hidden blaster set trap was on inferred scan mode, trying to detect any signs of more Maximal signatures. The screen inside had a Predacon & Maximal logos above while it's target screen was in the center, above was Cybertronian language. It zoom in on something to where it lay out a purple scan for…an amphibian frog.

" _Signature Detection – Negative._ " The female computer voice issued off to say while resuming it's programming to detect any Maximals in the area.

While it was rotating from left to right, it did not register a sudden brown structure that was perfectly still around the gray rocky terrain. While making a right to left rotation, loud footsteps are heard before it overlook the same brown structure that was…closer then before & seem to show a more bodily structure frame. Louder footsteps were heard as the screen was looking over the right direction to a brown structure before it…moved; & revealed a camouflage Dinobot underneath.

" _Proximity Alert! Proximity Alert!_ " The female system computer voice was alerting of danger of a Maximal was within the area.

"NRAaaughhh!/CLAshfruvhm,mm…" A snarling Dinobot quickly threw a punch slash which destroyed the hidden security trap to become static on it's screen.

* * *

 **DURING THE TIME**

 **WITHIN THE PREDACON BASE**

The scene opens to reveal an inner chamber within the Predacon Base, where the focus attention was on….not one, but TWO GOLDEN DICS! One that had symbols that were Cybertronian, & the other, was the Alien Disc. The Predacons acquired. They hovered within a capsule device, while protective with some purple force-field. Buzzing around the corridor, was Waspinator before turning to enter where he found what he was looking for.

"NruuAAAaaahhh…The Disczz. Hmmm…." Waspinator exclaimed in sounding joyful, the two Golden Discs under the Predacons hold; they may hold the answer to things occuring.

Waspinator soon transformed from Beast Mode to Robot Mode, as he landed on the ground & walk up to approach the Golden Discs.

"Driizzz…/NRUuuaaa…." Waspinator reach to touch the discs. But the purple force-field zap & knock the wasp-bot across, skidding the metal floor. "Bunk!" But then Waspiantor bumped into a metal subject, it was…a metal foot? "Whaaaa?" Then some mud dropped down on his left shoulder, puzzled, he looked up.

"Worthless Bug." Only to find it was Dinobot in his mud camouflage.

"GYuugh! ARRrruuaaaghhh! WRUuarrughhh!" Waspinator yelped when Dinobot reach down to grab his face, & lifted him up & rotated his hand to have the wasp-bot look at him right-side-upwards. "Gugh-Cough-Gyah-Cough…GYuwwaaugh!" Waspinator choked from the grip hold, & brought out his Sting Launcher… "POWWfruvhmmm…/DRUuuarugh!" But then Dinobot fired his optic beams that knock the weapon away across the floor as the wasp-bot yelp from the pain. "EEeeyy-Nrrurahgh…." Waspinator was aching as he was disarm & brought face to face with the Ex-Pred.

"You saw the Moon!? Did you not?" Dinobot went straight to the point, asking a very plain question that should have caught anyone's attention.

"Yezz!" Waspantor responded off without delay. "One Moon Now…Planet Change!" Waspinator responded in knowing the matter that the planet they are on, has changed into something else…something they know. "And That Meanzzz…" He held up a right index finger to point out what this meant as a sign.

"Nexus Earth!" Dinobot finished that sentence in knowing precisely what this planet was. "Yesss…" He was now certain, this world was what the Predacons sought out since occurring the Cybertronian Golden Disc that would lead them here. "Our original objective, find the counter Earth parallel to the original?" Dinobot explained, the truth about Nexus Earth was that it was like the original Earth they know, but it's different.

"CORruagh…" Waspiantor yelped as he was let go by Dinobot to hit the floor, feeling relieved to be out of that choking habit.

"It Means Megatron was RIGHT!" Dinobot lashed out in realizing what it all means; Megatron lead them to the right planet after all.

"Grrugh…Hugh?" Waspinator recovered enough to look puzzled at where Dinobot was going.

"And the Discs..?" Dinobot approach where the Golden Discs. Are displayed, realizing now their worth of what they hold now…

"Give record of the future. Record relating to both original & counter world. Hurhuruhurh…" Waspinator chuckled off a bit in stating that if what they have was what helped them reach the time & place; records of historic events are on the discs. "Ultimate Power!" He held up a left fist in declaring that the discs. Will give one, great power unlike any other.

"Hmm…?" Dinobot was fascinated by what he sees & understands now; all this time, it's been staring him in the face. "Drrizzz…/NRaaaaugh!" Dinobot yelped his right finger back when he tap the force-field that zap him slightly.

"But, Megatron has guarded." Waspinator inform the Ex-Pred in knowing Megatron has such prizes well guarded. "Lizard-Bot & Wazzpinator Team-Up? Hmm?" The wasp-bot offered something that if they want the discs., they have to work together. "Get Disczz. together?" He stood up to grip his left fist, stating if they join forces, they can get what can give them an edge in what the records hold for the planet, & so much more…

"An…Excellent Idea." Dinobot turn around to exclaim that Waspinator, for once in a while, said something they can agree on.

"Lizard-Bot….think zzo?" Waspinator looked up to Dinobot as he walk up to approach him; as the Ex-Pred thought his idea wasn't half bad.

"You….go first." Dinobot rested his right hand to the wasp-bot, stating that Waspinator, shall take point in their cooperation.

"Hugh!?" Waspinator sounded puzzled about the go first issue until… "NOOOORUUuuuwwww!" Then a loud scream was heard before we saw Waspinator, THROWN at the force-field! "DRiiziziziziz…./DEYYYEEEE-BRUgh-Grugh-Griubububuruaaghh!" Upon contact, Waspinator reacted & made gurgling sounds while the force-field center it's shield into energy wires jolting the intruder.

"WOoooooaaaahhh…." Dinobot watch in surprise amazement in how that was what the defense would do.

"NRruahg-NRruagh-Deerugh-Deeh-DRRoourgh!" Waspinator was still in the middle of being electrocuted by the defense.

"Hmmmm?" Dinobot watch in seeing the energy wires bring the trap bot over to a circular device embedded by a nearby wall.

"Deee-Brugurgurguru…." Without warning, the circular device was a magnet, as it was pulling off some of Waspinator's parts. "DRrugh-Drugh-Drruurgh-DRaaaaaooogh…" While Waspinator was suffering this treatment, Dinobot went up to the hovering yellow field center to take the two golden discs. Without any defenses stopping him. "brerugurugurgh-Brugurguraaaughh…" At this time, Waspinator was suffering until a robot crane claw came to grab him. "DUuwwwgh!?" Waspinator was puzzled, but was finally not being electrocuted no more. "NRruaugh!" But then the claw turn to drop him into a nearby press crate below & the magnet cease function that drop the parts over him.

"CLOPvhm…." Then a loud SLAM sound of machine pressing was heard at this time. At the same time when it reverted back, it revealed that Waspinator was now made into a recycle metal press box-shape. "Bang-Gong, Bang-Gong…." Then with a lifting function, it launch the press Waspinator against the magnet, & then whack him like a piece of cubic piece off. "Tur-Tur-Turfruvhmm…." And now the press cube Waspinator skid around the metal floor in his new state.

"CLUNKfruvhmmm…" But without warning, the cubic Waspinator was knock aside by…the clutch position body of Tarantulas; which was being kick around by…Blackarachnia!

"Heeyy!" Blackarachnia was heard yelling this out from the commotion. "What's going on here?" She asked this that upon her return, something was already happening.

"NRAAaurghhh!" Upon seeing Dinobot stealing the disc., he fired his optic beams. "Powfruhv-Powfruvhm-Powfruvhm-Powfruvhm…/Bam-Bam-Bam-Bam…" Dinobot was firing at random, knocking Tarantulas' body a few feet, force Blackarachnia back & destroying parts of the base & machinery, even a nearby wall vault door.

"He's Taking the Discs! STOP HIM!" Tarantulas took control of Blackarachnia with green eyes, yelling this out to stop the Ex-Pred.

But Dinobot soon blew a hole in the next wall as he used it to escape.

"Ugh…Forget It!" Blackarachnia retook control of herself to groan & moan. "He's leaving! And I'm not risking MY Body to go after him!" She lectured off that she was not about to put herself in danger when she can let Dinobot escape freely.

"Fool! Those Discs. Are more valuable then…" Tarantulas took control to lecture Blackarachnia in what the she-spider did to allow Dinobot to escape with the discs.; knowing their true worth. "GOooowwuuooogh…" But then he signs in defeat to give up on a pointless argument. "Nevermind…For now." He issued off that he will not bother with the issue until at a later date. "I see the equipment we need." He issued off in seeing the equipment around that can be helpful to him. "Trusvhmm…/Easy! That's my body there!" Then Blackarachnia kicked the sliding body of Taranulas across the floor, much to the Predacon Scientist's disapproval.

"Oh Sure…Don't mind Wazzpinator?" Waspinator was heard speaking from his cubic state as Blackarachnia left him without a care. "Wazzpinator just lie here & zuffer. Dragging himself to CR Tank…" Now he pushes out his squash arm to start dragging his cube form across the floor to get himself repaired. "NRruuaaa-Drruogh…Grurororo-Not Fair! Picking on…" The wasp bot was muttering & groaning in how life was just unfair sometimes on his misery.

* * *

 **MEANWHILE**

 **BACK AT THE MAXIMAL BASE**

The scene begins to open around the outskirts of the Maximal Base high over one of the canyon mountain tops. Where there was…a Stasis Pod! And right now, Rhinox was checking it out with Longrack & Dive-Bomb beside him. While Rattrap leans on the side of the pod with Jackrabbit, Aquarius, Mach Kick & Lynxa.

"Can you believe our luck. A Stasis Pod in our own backyard?" Lynxa smiled in seeing they found something important close by.

"I know right, that's like a million to one chances?" Mach Kick exclaimed in how rare anything like that ever happens.

"Whelp, on a bright side, at least THIS one fell where we can see it?" Rattrap shrug off to commonly point this out & thumb pointed where the base was; gave them an edge to locate one of the pods that orbit the planet & landed nearby.

"You can thank me, I spotted them after we didn't have the cover wall over the base." Jackrabbit issued forth to proclaim that she spotted the pod.

"Yeah, but a couple others landed in Pred Territory." Cheetor spoke up with Jeremie, Ulrich, William, Odd, Aelita, Sissi, Yumi, Artemis, Icthyo, Iron Duke, Airazor & Tigatron beside him; informing that even more pods were within the enemy's area. "And who knows where the others landed?" He shrug off to comment that after surviving the Planet Buster event, many pods that orbit space fell to this world & are likely scattered.

"All of the Stasis Pods that were above our planet, they're now on Earth…I can't imagine the reaction humans would have if they found any to link them?" Jeremie scratched his head in just picturing how crazy looking for pods will be; now that everyone is aware of the existence of aliens & can figure out the pods must be part of the same race.

"Well the cat's out of the bag, after seeing the largest moon turn alien death machine on them, they'll stay sharp." Odd shrug off in not blaming folks in having witness the greatest mystery of one of their moons tried to vaporize their world: everyone is on high alert.

"Can't you locate where they are Aelita? We did so before?" Sissi asked the pink haired girl if she can find the pods that have fallen onto the planet.

"I'm afraid the planet has suffered much damage, I could just barely feel there were pods near where the Predacons are, much less learn there was one here?" Aelita shook her head to sadly state that after the Planet Buster & the Quantum Surge, this world has undergone change that she can't easily sense where hidden pods might be.

"So unless they become active, we can't tell where they are?" Yumi signed in seeing it's gonna be like that, is it.

"It's just like when we looked for pods buried on the Earth for millions of years, only this time, everyone will be aware of anything strange." William pointed off in how pods searching will be more tricky then they were getting use to.

"So, how do we do this? Split into groups to search?" Ulrich asked in what they do, have different groups begin searching.

"That's what Airazor & I are going to find out. We & other trackers will help in looking for the pods." Tigatron issued forth in seeing that if they wanna know where the other pods are, they must go forth to seek them out.

"Not alone friend, many of us also wish to take part in searching the planet…discover what new mysterious lie beyond." Iron Duke wisely spoke forth in knowing that they must understand what they are facing with the planet having undergone such a change while searching for pods.

"It's true, there's no telling what we can find on land, sea or air." Icthyo shook her head off in knowing the truth, they must explore to know more.

"I'm not sure about this…splitting up our forces seems too risky? We haven't gotten everything in the base fix up from the Quantum Surge yet? And we need to repair the holograms to keep our location hidden from the humans eyes." Dive-Bomb was having second thoughts about this, they are too close to where things can go wrong & need to stay together.

"Don't worry Dive-Bomb, we'll be fine." Airazor smiled to assure the medical bot of his worries.

"I'm still against this, especially you going alone Airazor." Dive-Bomb had an uneasy feeling of letting Airazor go off on her own.

"I shall aid in looking after her Dive-Bomb. Where she goes, I go." Tigatron stood forth to make this announcement, that no matter where they are, he & Airazor shall watch the other's back.

"Hugh…Very well…" Dive-Bomb signed in letting the tiger bot have his way, Tigatron seems like a capable bot.

"Then it is settle." Tigatron issued off in seeing that it's time to begin. "After you, my lady." Tigatron turn around to humbly bow & let the fembot take the first lead in a gentlemanly manner.

Airazor soon transforms from Robot Mode into her Beast Mode to begin taking flight in the air.

"Keep the fuel-rods warm." Airazor issued off in wanting their comrades to have a nice cup of liquid refreshments on standby for their return. "We'll be in touch." She issued off to say as Tigatron transforms from Robot Mode to Beast Mode as well.

"Time I follow where the water takes me." Icthyo stated to say before transforming into her Ichthyosaur Beast Mode.

"I shall help take you to the waters. If I may…" Iron Duke politely suggested this as he transform into his Microraptor Beast Mode to help Theo out.

When all was said & done, Tigatron began running off across the land as Airazor followed the white tiger by air. Iron Duke took off in the air carrying Ichtyo tightly as they left.

"Journey well friends." Rhinox spoke off in saying a few words of those going off on a journey. "You are part of this planet...let it's heart guide your own." Rhinox spoke wise words of heart-filled advice to help those on the journey know what to do.

"Beep/Be careful Big Cat." Cheetor spoke through the com-link to ask that Tigatron be safe.

"Beep!/Huh-huh…Always, Little Cat." Tigatron's voice was heard chuckling a bit, returning the kind thought back to the young cadet.

"Beep!/You be careful to Big Fish." Aquarius spoke on the com-link, wishing for Ichtyo to be safe too.

"Beep!Hmm-hmm, you stay safe to Little Fish." Icthyo's voice was heard lightly chuckling to return the comment back.

"Beep!" Soon the com-link was turn off, everyone that had to leave those behind are now off to explore the planet & discover anything they can; be it Stasis Pods, or something else…

"Uuuugh!" Rattrap was heard groaning in ruining the mood here. "Your all going soft in the circuits or what?" Rattrap pointed to the noggin in seeing how those here are getting all touchy-feeling. "Come on, why we letting this guy snooze?" He issued off that they should focus on the new pod of another Transformer still in stasis. "Lets crack the egg & say hello." Rattrap taps on the pod in stating they wake up their next Maximal to join the party.

"Cheese-Breath is right! Lets welcome a new Maximal to our group! That should cheer us up!" Jackrabbit perked up in seeing they need to be cheery, they can welcome a new Maximal to their group.

"Not this one I'm afraid." Rhinox shook his head 'no' in having noticed something to speak against activing the bot inside. "It's a Blank." Rhinox wave a left hand at the console compartment shows a blank mark space without a Maximal symbol on it.

"A blank what?" Sissi raised her eyebrow in not following that.

"So, you forgot to label a pod?" Odd asked in thinking this was not a Maximal mark product or something.

"It's not that simple, up till now, you children have seen Stasis Pods & the Protoform inside, but you must have notice what else was needed." Longrack explained the scientific term of the necessary process of when a new bot comes online.

"You mean their Spark?" Jeremie asked in having to wonder about the only topic that was not mentioned in until he said it.

"Correct, but what we have here is different case. A Protoform without a Spark." Rhinox explained off that this was a Stasis Pod that doesn't have a Spark: without that, it won't be activated.

"The Protoform is a body, the Locking Chip is the identity for the bot, but the important thing is if it has the Spark which is to say in human vocabulary…the Soul of a Transformer. We label Protoforms as Blanks because they have yet to receive a Spark needed to be activated." Dive-Bomb explained the basic concept of how Transformers come online, & without the soul, the Protoform is nothing but an empty shell.

"So this one won't wake up without one?" Lynxa asked in realizing that no Spark, means no new Maximal.

"So we have the body, but not the Spark…man, I'm shock in what we got!" Mach Kick exclaimed in being shock by this.

"Oh Man….if that don't cut the cheese?" Rattrap moans off in seeing that they really hit it off with rotten luck. "So then...What good does that do us?" Rattrap asked off in how they can use something that is just in an empty shell without a life source.

"None…at the moment." Rhinox exclaimed off to say this in knowing that a Protoform with no Spark can't do much…at least for the time being to his thoughtful mind staring upwards.

* * *

 **ELSEWHERE AT THIS TIME**

 **WITHIN THE DRY CANYONS…**

Meanwhile, somewhere in the wasteland outskirts of Mt. Kilimanjaro within the Predacon sector, something was occurring. The crash Stasis Pods sites showed the DNA Scanner waves rotating around, trying to scan for lifeforms.

" _We can only hope Megatron is having no better luck with the protoforms that landed near him._ " Rhinox's voice exclaimed off in trying to be positive for the time being.

But things might not be as pleasant as to what is occurring now…

" _Critical Scanner Damage…_ " The pod's male computer voice reported the problem issue. " _Replication Error_ …" The system recognized the problem that was causing an error. " _Datatracks Not Recoverable._ " With that mention of the new Protoforms data on who they are lost, the DNA Scanner sphere cease function & the DNA Wave energy faded as well.

One of the first pods vibrated from something moving inside. "Beep, Beep-beep!" It made beeping sounds as the hatch was opening up.

"Qeee…Aaaahhh…." Something made a strange sound, as something was coming out in showing an arachnid's insect-type legs coming out with a hiss.

"Beep, Beep-Beep!" The next pod was making beep nosies while it's hatch was opening too.

"Grrrurrr…." But what was heard from the pod was growling & spread out wings.

Crawling out of the first pod seem to hid it's self, before peaking out from behind a tree: revealing it was a scorpion-type face, but strangely different.

"Gugh…well…looky what we got here?" The new golden scorpion exclaimed off in sounding like he has a Texan Accent in spotting something here.

"Arrrugh…Who…are you?" The winged creature spoke from showing it's face to look more…like a furry animal then a feathery type of being while not knowing, who was nearby. "Fo-For that matter, who am I?" The guy spoke with a gentleman's vocal of sounding a voice of calm & reason before noticing…he has a talon on the front as his arm. But he was still uncertain of himself?

"Well, I don't know pal?" The strange scorpion issued off to say this before coming up closer to the newcomer while being seen: he was basically a gold & light-blue scorpion, orange scales, with four legs on each side, gray arms, light-blue marks on it's scale body, orange month quiver & red eyes. "But I'll tell you one thing that I 'do' know." This guy spoke off in having an idea of what he can say about this situation. "And that is… 'I' bet I can thrash your tail!" He then instantly spoke this off as if sounding like he's picking a fight.

"What?" The other newcomer responded in which his face was seen more like a wolf then a bird, but he was puzzled; what was this guy talking about?

"You heard me. Come on! Buzz-n-Feathers!" The gold scorpion issued off in sounding like he's raring to get going to have a fight with this guy. "You & Me! We's gonna tangle! Right here! Right now!" The guy was just itching to have a fight with this newcomer without any reason why or what purpose.

That's when something awkward was seen, the scorpion tail was seen not like a stinger, but a brown cobra with blue eye-lash colors with red in it's eyes & gold fangs.

"GRYYAAAughh!/Hiisssss!" That's when the gold scorpion lash his tail off to attack with it's cobra bite after hissing.

Soon a fight was going off that the two were clashing, the scorpion pin the wolf to a nearby pod. Until the newcomer managed to wrestle the attacker off of him.

"Grrrrr…." Now the newcomer gets up, as he gets into position while we have a good look over what he is. He appears like a gray-silver fur wolf, but what's different from him was that he had wings, fore-legs & tail of an eagle. His front legs were that of an eagle's talon claws, & he has light-green eyes.

These two creatures were seen snarling with teeth, clapping claws, & the scorpion swung it's tail to whack the wolf's head that he yelped.

"CLUNK!/Trusvhmm…" The two's fighting bash into a nearby pod, causing it's hatch to slowly open. "Ugh, for crying out loud, what's all that racket?" Spoke a loud & grumbly voice of some older man.

Then from that pod came what appears to be an alligator with lightly tan-dark green scales & bright red eyes. But the only thing different about him, was that on his back was….A TURTLE SHELL!? Yes, it was a snapping turtle's shell, yellow-bronze color with brown flesh underneath & with white spikes around the sides to the mid down the head to tail center; even underneath the main body was more deep blue color, almost matching the turtle scales to the alligator scales. It was like seeing a fusion of an alligator & a snapping turtle, the ferocious attacker with the protective shell backside made it scary to approach.

"Ugh…feels like my head is spinning?" Another voice was heard belonging to some male who sounded a bit ticked off by the noise.

From the next pod had the appearance of a baboon head with brown fur, a tail & the usual blue mouth with a red top color nose & had bright emerald eyes. Course only the head, & upper chest to the shoulders were of a baboon species furriness, even the tail; the rest were…of a TIGER! Yes, a yellow furry tiger with black stripes from the lower body half to the legs with yellow nails. It was like witnessing a cross breed species of a baboon mandrill type having the powerful body of a tiger mixed in.

"Heheh, the more the merrier for Keister Kicking!" The gold scorpion chuckled with joy in seeing more faces means more butt kicking.

"Ugh!" The winged wolf yelped when he was cobra-tail slugged off.

"CRASHpowvhmm…/Trusfruvhmmm…" Course the winged wolf crash into another pod site, causing it's hatch to open too. "HEY! Which of you dared to attack me!" A loud high pitch male's vocie was heard sounding dramatic.

Next up from one of the pods that was disturb, came out what appeared to be a praying mantis with a yellow-bronze scale look, dark-magenta color structure wing-lines with yellow insect wings, bright blue insect eyes, & a red color scale mouth. But while the main body was of a praying mantis, the other limbs were of a LIZARD! Yes, emerald lizard scale to toe nails, & spiky additions. The only difference was the hind legs position like a praying mantis, even the arms were of a lizard, but they had the addition of a blade through the third center finger of a lizard hand right in the palm center, why even the pincers of an insect were emerald color matching a lizard's color theme. It was like seeing a mutated mix of giving a praying mantis, the muscle limbs of a lizard along with the blade arms to make it more dangerous.

"Attack…who's attacking?" Another voice was heard from another pod, this one was more…calm & collective.

Coming up out of the pod after, was some strange hawk with silver-white feathers with black marks at the bottom edge of each feather & had metallic silver talon with a red line in front up to the body. But the weirdest feature was seeing that it had the head of….A HAMMERHEAD SHARK!? Yes, a blue scale top hammerhead with yellow eyes, along with a blue underbelly chest, & instead of hawk feather tails, it had a shark's tail: plus off the back side from the shark head to the hawk body, was a white back fin. It was like seeing a fusion between the body of a hawk with body parts of a hammerhead shark in the mix.

"I'm sorry if we disturb…/BANG!/Crash!/Uuuogh!" The winged wolf tried to apologize only to get slugged without warning to crash against another nearby pod.

"Quick yer hellos & fight!" The gold scorpion snapped off as the two were still wrestling it out.

"Hmmm…my-my, it seems you fellows have found yourselves fighting on first meeting?" An elder gentleman's voice was heard sounding near senile of age.

Coming out of the other pod was what appeared to be an iguana type, scales seem mainly light-dark blue color from head, to it's lizard feet, some red spot marking on the upper front body, a bit of yellow around the center of it's yellow eyes, & had a yellow spike trail across the head to it's spine. However, it seem it had something else, more like…A DRAGONFLY!? Yes, another half of the body was covered in emerald scale thick insect armor, with a dragonfly style tail, & had four yellow insect wings off it's backside. Truly a mixture of giving dragonfly features to an iguana lizard species to help them fly.

"Heh, I don't know about you, but this here seems like a real brawler's match ta me!" Another voice was heard, this one sounding like an older man, but with more macho to his middle-age youth tone.

Out next here was what had tan-brown fur above the body, on the claws with a structure line connected to spread dark-blue wings of a bat, & had sharp four-toe bat feet. But the head was shape like….A BULL!? It was actually a Brahman bull head with dark-blue fur down the main chest body, lower waist, arms & legs. The only difference was it had only a small bat's tail on the rear & only it's top fur was tan-brown over the dark-blue fur all over, not to mention a touch of tan-brown fur off the forehead to look like a streak hair style. Truly it was as if seeing a mix bread of a powerful bull with the wings & claw features of a bat added to it.

"Well now, isn't this a fine thing. We got's ourselves an audience to watch me KICK yer Side-Winders!" The gold scorpion issued to say in seeing how many folks are gonna watch him beat the living day lights out of the winged wolf.

"Ugh, who's making all that fuse!" Spoke the first female voice belonging to a young youthful girl.

Coming out of the next pod was a grown-up arctic fox with fur as smooth white coated fur with a hint of deep light-blue touch on parts of the chest, legs, paws, & the tail edge, & has light-bronze color eyes. The only noticeable difference of this seemingly unique arctic fox, was that it had not one, not two, but….NINE TAILS! The tails seem to be style from a pheasant bird species, stretching out the other eight together with the one; plus other pheasant features are seen from the forehead with the same style as the tail acting like a flock of furry mane, plus a little off the front puffy chest. Truly looking like an arctic fox with a cross mix breed of a pheasant bird to give it a majestic & mysterious appearance.

"Oh, Miss., I'm terribly sorry if we disturb you…" The winged wolf spoke in a gentlemanly way to apologize if they were being rude.

"Oh, so it was you who woke me up, hugh, fancy that, a winged hound?" The fox looked down in finding this interesting, despite getting the eyes from others from her having not one, but nine fox-tails.

"Perhaps fine beauty, you be better off staying near me, where it's safer." Spoke another male's voice, this one more eager & boastful with pride.

Coming around out of another pod was something fishy, because the body was like a hornet, tan-brown-gray insect legs, yellow & black stripe hornet's stinger, only strange thing was seeing red-color insect wings. But what really got one's attention was it had the head of….A LIONFISH!? Yes, a tan-violet scale lionfish with red scale marks on the sides & within it's gills & top head fin, a pointy back fish spike in back of the head-frame, plus by it's emerald beady eyes, was a yellow horn. It was like seeing a mutation of putting the head of a lionfish on the body of an insect; pretty creepy looking to say the least.

"Tarnation! Don't be spacing out! And FIGHT!" The gold scorpion snapped in losing his patience as the wolf kept keeping a distance.

"Must we fight…ugh…we only just meant?" The winged wolf asked in feeling they don't have to fight.

Then some shaking happened which was followed up by the sounds of heavy stomping works of…a giant size elephant? That's when everyone saw something walk into the site for their eyes to look up. It was truly a tan brown color elephant with three dark-brown color toes. However, what it also had on it's self mix in to show the head of….A KILLER WHALE!? Yes, the entire top side to it's underbelly was the structure of a killer whale that had deep dark blue scales, two top fins off the back & & fishtail in the back. The major difference in it's features was that the front elephant legs had mammal crescent form fins from the foot to the shoulder, on the head area were large fins on the sides acting like elephant ears, & while it had sharp teeth of a killer whale, it still had the tusk from an elephant. Not to mention the eye's area were grey like a fish's style while their color was bright emerald. Truly the most terrifying thing of seeing the body of a killer whale have the ability to walk on land with the muscle strength of an elephant; simple fact, don't get in it's rampaging path.

"Hugh, what's everyone looking at?" The large elephant beast spoke of an big man's voice while not knowing what's going on.

"What's it look like we're looking at, it's YOU!?" The fox girl raised an eyebrow to quote, that this big beasty was the main center for being so big.

"Finally…an opponent I see is my size!" Another voice was heard, belonging to a male sounding like an eager warrior.

Then something attacked the large elephant/killer-whale creature to knock it to bash against & break some canyon pillars; before everyone saw who did it. A large creature about the size of an elephant, only this one appeared to be more of a red serpent. A red snake with crescent upward scales from the top side, along with some black scale mark pattern line. However, one major difference was that it had…HORNS & WINGS! From the back were feathered-scale wings, & from the stomach area, had two three-nail talon claws, a drag-lock of yellow feathers from the back head acting like wild flow hair. Another major difference was evidence of a dark-gray shape horn-lark kind of bird species on the serpent's front face almost looking like a mask while only it's emerald eyes were seen. It was truly a large & dangerous creature that nearly resembles Quetzalcoatl of half serpent & half horn bird to be rolled into one.

"Ugh….don't know why you did that…but if you want a go!?" The elephant beast stood up to shake himself off what hit him, looking a bit annoyed.

"It's my nature…to fight…" The big serpent with wings proclaimed as he was in a fighting position.

"Well ye can just wait it out, cause when I'm done with bowser, YOUR Next!" The gold scorpion issued that he'll fight the tough serpent once the winged wolf is done for.

"Grrr…" The winged wolf growls as the two continued to duke it out.

The strange clashing between these genetic mix breeds would have continued on until…explosions happened that caught their attention.

"Hugh!/What?" The scorpion & wolf yelped to look up at who's attacking…

"Wah de Daft Blazes was that?" The fox girl raised an eyebrow when having seen something like that happen.

"I don't know, but no one seem to have done it?" The mandrill-tiger stated in seeing none of them did anything like that.

"So who's attacking?" The gator-turtle raised an eyebrow to ask the bigger question.

"My guess…would be them?" The iguana-dragonfly commented to look up in the air to find out the truth.

That's when those below saw Inferno in Robot Mode flying with his ant-hid split into a jet-thruster, as he wielded two missile launchers. With him were Lazorbeak & Manterror each holding their own weapons out.

"Looks like we found ourselves a haul of trespassers!" Lazorbeak issued off in seeing what they have just found here.

"Then let us cut them down to size!" Manterror proclaimed in seeing they shall show no mercy.

"For The Royalty!" Inferno held up his arms in declaring this attack for his leader. "GRAARrughhh!/POW-POW-POW-POWvh…." He makes a battle cry before firing like a madman.

"Bang-Bang-Bangm…/BRRiizzz…." Lazorbeak & Manterror fired off their blasters or thrown buzz saws at the targets.

"Boom-Boom-Boom-BOOMvhm…." The explosive fire power of the energy base attack ended up knocking the new creatures off before landing on the ground.

"Ugh…Tarnation! Another one who think's he's 'Tougher' then ME!?" The scorpion exclaimed off in feeling frustrated that someone who thinks he's better then him.

"And his cohorts tried to attack US as well!" The lionfish-hornet snapped off in not taking that lying down.

"Curious, why?" The hawk-hammerhead was puzzled, why were they being attacked.

"We've….done nothing to him?" The wolf spoke off puzzled about why they are being attacked without reason. "Sure-Surely there has been a misunderstanding?" He exclaimed in thinking this was some misunderstanding.

"Yeah…Old Blender-Butt there & his pals…'Misunderstand' my need ta 'Kick' their Kiester!" The scorpion remotely stated this off in a rhetorical sense of what he's gonna do to their attacker; kick his butt.

"Heh! I like the sounds of that!" The bat-bull responded in liking a sound of some action.

"Ugh, boys & their needless sense to pick fights?" The nine-tail fox girl signed in seeing some senseless action be solved by more senseless action.

At the time, Inferno lands on the ground followed by Lazorbeak & Manterror, but then the new scorpion appears over a rock nearby.

"GRUUAugh-Haaugh!" With a battle cry, the gold scorpion launches off to the emotionless Inferno, clap his claws on the guy's arms & let the cobra-tail bite the Pred's shoulder.

"WHa-Hahahahaahh…Fool! Pain is 'My' Friend!" Inferno laughed off manically as if taunting that such attempts are welcome to him; before grasping the cobra tail attacking. "Allow me to introduce 'YOU' to it!" He issued off that he will introduce pain to this new bot. "BWURAArughh!" Now Inferno starts whacking the scorpion creature's body around the ground without care but enjoyment.

"WAaaaughhhh!" Then the lizard-mantis creature leaped to slash at Lazorbeak, but he flew up in the air.

"GRAArurghhh!" Then the alligator-turtle tried to take a bite at Manterror, only for him to step away.

"Hah! Miss us!" Lazorbeak taunted those for having missed those that can fly.

"But you won't miss this!" Manterror issued off to say in what they plan to do.

"Kickfruvhm…/BAMfruvhm…/URrruaghhh!" Then Manterror kicked while Lazorbeak blasted away the two creatures away when their guard was down.

"Now that's just dirty fighting?" The wolf exclaimed with a glare of watching this action from nearby. "Ah-Hey You!" Soon he flew off to land near Inferno pressing his right foot on the gold scorpion's body as it tried to wiggle out. "You had your fun? You and your friends. Now leave 'Him' & the others Alone!" He spoke diligently in demanding these foes leave the other guys alone from having suffered enough.

"Ooooh look? A Hero!?" Inferno exclaimed off to say & clap his hands in seeing such a chivalry in a bot. "MY FAVORITE!" Then he brought out his weapon to aim at the guy in about to attack the brave little wolf.

"POFruvhmm../AWOOorghh!" Then one missile attack later, Inferno knocked back an aching wolf that took that attack pretty hard.

"Hey! Are you that daft! He was trying to make peace!" The nine-tail fox girl protest off in seeing this action seem a little unfair.

"Apparently, that's not what they have in mind?" The iguana-dragonfly exclaimed off in seeing how these new bots seem to handle things.

"Hey! You wanted a fight…maybe we can fight them!" The orca-elephant spoke up in not wanting to stand around, as he talk this over to the large winged serpent that attack him earlier.

"I'm itching for a battle!" The serpent-horned lark issued forth in seeing this, a chance to partake in another battle.

The two giant creatures began to charge in to attack, which caught the attention of one Predacon in question.

"Ohhh….big targets….BIG ATTACKS!" Lazorbeak issued off in seeing they got really big attackers, which calls for bigger attack methods. "WAAAHHHH!/BAM-BAM-BAM-BAM!" Then the crazy bot started going gun blazing crazy with every weapon on hand to shoot the two giant creatures.

"MURRAARrughhh…/GROOWWARrughhh!" The orca-elephant & serpent-horned lark let off loud groaning cries from being hammered down by such strong explosive attacks that they were just baring to endure.

But as things with Inferno, Lazorbeak & Manterror dominating against the new creatures continued, Megatron was in Beast Mode in observing the actions before him.

"Ah me, such entertainment. Ye-es-s-s-s…" Megatron clapped his metal fingers in enjoying the show thus far. "New soldiers, & two BIG ones all wrapped in one conveniently package." Megatron was pleased to find so many, 10 new bots & 2 of them were big size soldiers: bigger means stronger fighters. "But I suppose while they are distracted I should attempt to business?" He shrug off in knowing that he should get to work on the business of his arrival here, as he taps his left wrist. "Computer - access the new creatures activation commands. Quickly…while their security circuits are still offline." He gave instructions to his computer system to perform a little task in which, while unaware of it, will give the new creatures activation codes fit…for being a Predacon.

" _Accessing..._ " The female computer issued off in accessing the process of the new creatures that are distracted.

Now the wolf was biting Inferno's right wrist & the scorpion crawl up his back to grip the claws on Inferno's shoulders, but the Pred was hardly suffering at all. Then Inferno had enough before tossing the wolf off the wrist, grab the scorpion to throw him off to the side.

"AAaaughhh!" The wolf yelped from being thrown across the side.

"MURRAAAughhh!/GROOUUARrughhh!" The orca-elephant & serpent-horned lark let off more wailing voices from enduring the assault.

"WAhahahahah…." Lazorbeak was laughing it out crazy from continng to hammer down on the two larger creatures.

"Hiiss….!" Then without warnbing, the nine-tail fox girl hissed when she leaped from a tall pillar to wrap her tails around Lazorbeak to stop his senseless attacking. "Enough! Your hurting them!" The fox girl protest, she may not know anyone, but this violence was going too far.

"And you, shouldn't climb on if you don't hold on tightly!" Lazorbeak remaerked off in soon flying off to perform a spin cyclone routine.

"Waugh-Hey! AAAwwwaughh!" The fox girl yeleped from the sudden spinning before it tossed her off. "Uugh…" She yelped from hitting the ground, temporally out of it.

"Kick!" Then Manterror the bat & tiger into the lizard-mantis & lionfish-hornet as they crash against the iguana-dragonfly & madrill-tiger, along with bat-bull, hawk-hammerhead & alligator-turtle to the larger creatures.

"Insolent ones!" Inferno cursed those that dare try to oppose him. "BURN In the FIRES of Inferno!" He declare doff as he brought his missile launcher out to be used. "WEH-HYAAArrughhh!/POWwfruvhvmmm….." Now the crazy fire ant bot was shooting out a jet of flames to burn his targets.

"Let's Get Them!" Lazorbeak issued forth in preparing to go on another senseless attack round.

"Wait, is that…" Manterror suddenly looked around the corner to say something, but was cut off because…

"Clunkvhmm…." Without warning during the action, Inferno, Lazorbeak, & Manterror were knock across by…a metallic tail belong to, guess who…Megatron!?

"Goodbye Bad Cops. Hello Good Cops…" Megatron address off silently this to himself in seeing Inferno played his role, now it's time…for him to take the stage. "Ye-e-s-s-s…" He can tell, after handling one treatment, the new creatures will like to meet with a 'friendly' greeter. "Cough…I Am Megatron!" Megatron clears his throat to announce his presence. "Guth-Hum…a simple misunderstanding…" As Megatron talks to cuddle up the new creatures: the wolf gets up while the scorpion flips up from being on the backside while the onthers slowly got on their feet, etc. "I do apologize…" He taps his fingers to apologize for the 'misunderstanding' of the situation those here dealt with.

"Wait, you mean to tell us…this was all just some BIG Misunderstanding? They tried to bloody scrap us?" The nine-tail fox girl exclaimed off in shock protest after everything that happened, they expect to believe it was under a misunderstanding.

"Please, they only did their task because they felt threaten by those….we didn't recognize. Even for fair beauties that ones are blind to not see it." Then Archadis steps in to speak with his words to appeal the lovely fox girl to not take this too badly; they were unaware was all.

"Ehhh…beauties, is he talking about us?" The lizard-mantis was puzzled, was the bot saying they are all beautiful; much to anyone else rolling their eyes on such ridiculous nonsense.

"Couldn't say for sure, I heard beauty's in the eye of the holder?" The alligator-turtle shrug off in not too much caring on the topic &/or how things went down as such.

"So your serious, we were in the wrong neck of the woods & you mistook us for something else?" The mandrill-tiger raised an eyebrow in getting the picture straight in what actually occurred.

"Exactly…" Megatron proclaimed in how it went; without really revealing the truth.

"I KNEW it!" The winged-wolf declared off in seeing this was a misunderstanding, as they were innocent the whole time.

"What?" Then the gold scorpion seem shock of what he heard from the wolf. "You trust this Tin-Horn Toad?" He asked that this winged-wolf was too trusting on someone who says this was all just…a misunderstanding?

"Well, why should he not? Why should 'any' of you not trust me?" Megatron exclaimed to take that there was no harm of trusting him. "We are…All…Predacons….If your data tracks have not been damaged in the crash, you would know this yourselves?" Megatron exclaimed to say that they are all from the same group, but from certain pass events, those here do not know who they are.

"Predacons…is that…what we are?" The hawk-hammerhead asked this puzzled in having heard this out of the blue.

"Correct, our scans couldn't determine if you were Predacons or not, which is why our units fired upon you." Archadis issued off in using that topic, to aid in the cover of what was really going on.

"Ahhhh, now it makes sense, hmph, to think those of my own would go after such a ruggedly handsome face?" The lionfish-hornet exclaimed in feeling like there was a mistake, all while proclaiming himself as handsome; much to only fooling himself.

"So….are we, on the same side?" The orca-elephant asked in being more curious, if they are on the same side.

"Are we warriors?" The serpent-horned lark asked another question of what they are.

"Oh, I'm sure you each have a special function that is just right for Predacons of your standards." Megatron proclaimed with a smile to help those be more open in having something that will be welcome into the Predacon cause.

"You blow a pretty tune, stranger?" The gold scorpion issued off to clap his claws in having heard such 'fancy words' thus far. "But it's still 'hot air' to me? Lessen you can backup your claim?" He exclaimed off that Megatron's words are just that, words without solid proof to convince him.

"Ah, but of course…my good, um…?" Megatron humbly tap his fingers together in understanding such statements, but first…he wants to know who the new bot is.

"Call Me…Quickstrike!" The gold scorpion exclaimed with his cobra tail lashing out, declaring of who his name is. "An good's got Nothin' to do with it?" He declared off that there ain't no good in him if someone's messy around with the bot calling himself Quickstrike.

"You may call me….Buzzclaw!" The lizard-mantis exclaimed off in what his name was. "Yes! That is me! I am…BUZZCLAW! Ehhh, who said my name outloud, don't judge me!?" And pretty much, Buzzclaw seems a bit eccentric & shown signs of being horribly insecure.

"Allow me to introduce myself, I am…Sky Shadow." The iguana-dragonfly spoke like an elder gentleman in what his name for anyone to know. "It seems we started off on a rough business deal, haven't we?" Now Sky Shadow seems like a bot who knows how to talk business, sounding like an expert.

"You can call me Terragator!" The alligator-turtle spoke forth in what anyone can call him. "Just know that with me, I enjoy getting myself in muddy places. There's just something about it that really feels good between my gears." By the sounds of it, Terragator sounded like the kind of bot that likes to kick back, get messy, & not being bothered how others see…or SMELL of him.

"I, am Injector!" The lionfish-hornet gave a self-proclaim introduction to himself here while giving a dramatic pause for effect. "There is none in this world that can compare to my handsome good looks." From how Injector goes off, he has a habit of displaying vanity of being handsome despite how others see his…looks.

"My name….is Volga." The serpent-horned lark was the last one heard speaking out of the first five new bots. "I'm a warrior first, & foremost in combat & battles." The guy called Volga was sounding serious, he's someone that seems to seek out worthy opponents, & crush them.

"Very good, now, what say the rest of you?" Archadis responded off before turning to the other five that have yet to speak.

"I believe I am called…Air Hammer." The hawk-hammerhead spoke with some deep moment of thought of who he is. "Most likely from feeling when I fly before attacking, my head soars down through the air." He politely explained a sense of what his skill, gives him.

"Call me Bantor." The mandrill-tiger spoke with a serious tone in his voice. "If there's anything that needs taking care of, I'll survive & bust through it. Demolition seems to follow my lead?" He explained a bit of himself, he has intelligent, a tactical mind & a keen understanding of guerilla warfare; so he'll survive what comes.

"Heh, you can just call me Noctorro!" The bat-bull spoke up like an old man with some spunk. "I to am a warrior, & proud of it to go in fighting. Course, I might still be reckless & hot-headed, which only gone up as I got older, but age won't slow me down!" He spoke with a gun-ho attitude, he might be seen as a cantankerous old geezer, but he's got a lot to give then any young bot can offer from their share.

"Hmm…Torca…" The orca-elephant just slowly spoke his name while it appears he's more like the quiet type that doesn't speak too much.

"Okay, not much words from you, now is there big fella?" The nine-tail fox girl commented on Torca's little intro. "Hugh, I guess my name….is Volpex. Seems to fit me down to a 'T' I guess?" She signed before saying her name, before many eyes drawn towards…the other bot left. "Hey you…don't be spacing out in your own daft world, speak out your name?" She asked this off towards the winged-wolf on what his name was.

"I think my name is…Silverbolt?" The winged-wolf slowly was thinking this through of his very name before his head & the full moon were nearly seen together (while trumpets are secretly heard in a sound-off motion for the guy). "Yes! Pure…Strong…And…And Fast!?" He spoke off that for him, his character is something of a noble & kind of bot.

Megatron had absorb this information to be slightly surprise. First there was Quickstrike, Buzzclaw, Sky Shadow, Terragator, Injector, & Volga, each displays some sign that shows that even without reprogramming, the natural actions of being a Predacon were there: ruthlessly, rugged, treachery, slyness, & many more. But coming around the other batch like Air Hammer, Bantor, Noctorro, Torca & Volpex, they seem to lack that certain…edge in a Predacon. Esepcially with Silverbolt, who seems to show some evidence of Maximal identity. However, Megatron will just have to make sure those that do not know who they are, are kept under his control without rising to question.

"Um, yes…excellent." Megatron shook his head off in getting back into the discussion here. "In any case…Quickstrike, Buzzclaw, Sky Shadow, Terragator, Injector, Volga, Air Hammer, Bantor, Noctorro, Torca, Volpex &….um…Silverbolt?" He address to ones on the left to work down to the right, while trying to come to terms of addressing the last one's more 'noble' name. "My proof is a simple one. Just speak out loud the Predacon Activation Code." He explained this off that the proof is in the pudding, & he'll show it. "TERRORIZE!" Megatron announced forth this without delay. "GROOUUARRrughhhh!" With that, Megatron makes his T-Rex roar off to surprise the new creatures, before he transform from Beast Mode into Robot Mode. "There…you see?" He stated with satisfaction that such proof will surely win the trust of these creatures.

"Now…hold on?" Quickstrike spoke up in trying to put together these pieces. "Ye mean all's I gotta do is say…Quickstrike - TERRORIZE!?" The guy was issuing off to say this in what he has to do here to learn the proof here while speaking his activation code. "And…GWUUAAAguhh!" Then without warning, Quickstrike's body reacted as he yelps while Silverbolt watches with a surprise face: which was shared by the others.

Quickstrike's body rose up, his arms became his legs & feet, his head was moved to be his behind. As his body rose, his cobra head-tail was moved around & became his right arm, & his eight legs were stretched out on an arm that had a plate for him to use all eight of his legs as his fingers for his left arm & hand. The front became like his top body before becoming the main body. There were two brown shoulder pads that appeared, a blue back head was behind his head, & his face looked like a blue mask over his orange helmet head with gold line going down to his eyebrows mask area. Lastly he had a gold spike starched from his top forehead, his month looked like a moving mask visor & he had red eyes.

"WHA IN TARNATION?" Quickstrike asked this off in being completely surprised, as he sees what happened to him from experiencing the transformation from Beast Mode…to Robot Mode.

"And there you have it." Megatron smiled off in declaring the proof was there thanks to a simple activation code…which 'he' snuck in. "New Form…New Weapons…New Opportunity…" He declared in display from his appearance, his weapon on hand, & the opportunity one gets from a Robot Mode.

"Well don't that be all, he spoke the truth!?" Volpex exclaimed in surprise shock, Megatron spoke true of who they are.

"Now it is time you all get a feel for it, remember, just speak your Activation Code & you'll convert from Beast Mode…to Robot Mode." Megatron issued forth in how things will work if the new bots say what they will learn, is who they are…Predacons.

"Buzzclaw – TERRORIZE!" Once Buzzclaw said this, his body began to transform from Beast Mode, to Robot Mode.

Buzzclaw reveals an emerald metallic exoskeleton body frame from the legs, arms, waist & body. The insect head became apart of the chest-plate, reveals yellow metallic robot feet, & yellow wrist to hands. The lizard legs become mounted forearms underneath with two crescent spikes. The mantis blades are seen attach around the back waist side. On his back are the mantis wings, plus going down his rear was a piece of the mantis shell body. Around the helmet was mostly yellow with the front being more red paint color, showing sharp fang teeth with two coming from below up on, & beady bronze-yellow optic eyes.

"Sky Shadow – TERRORIZE!" Sky Shadow spoke off in simply preparing to transform from Beast Mode, to Robot Mode.

Sky Shadow reveals much of the same emerald & lite-blue theme color on the exoskeleton like his Beast Mode. Only the front iguana arms became the legs, the lizard back became the front robotic chest, & the first two wings went upwards over the chest plate over the shoulders to stick up high. The left arm had the iguana head acting like the hand. The right arm was equipped with a deadly serrated pincer base on the same wings attach to an insect-shape gauntlet where the mouth piece was. The head was mostly a reptilian feature helmet to face with the top layer red, two pieces near the mouth were blue, & the optic eyes were yellow.

"Terragator – TERRORIZE!" Terragator wasted now time & just said what he needed to transform from Beast Mode, to Robot Mode.

Terragator reveals a more blue metallic exoskeleton body frame, blue mechanical chest, green alligator feet, green elbow to robot hands. From the left arm, he carries the turtle shell that acts like a shield. From the right arm, the alligator head is flip upside-down as a shoulder pad, & carries a cannon blaster weapon. The head frame seems almost similar to Rhinox, only more green, two fangs sticking upwards from the lips & two small fangs sticking downwards from the top lips, plus silver eyebrows & forehead dome, & red optic eyes.

"Injector – TERRORIZE!" Now Injector spoke this next, as his body transforms from Beast Mode, to Robot Mode.

Injector reveals much metallic exoskeleton of the body. The insect hornet body became metallic legs & two-split feet & heel, while also becoming metallic robot arms with claw hands. The chest was mostly scale & lionfish merge near the stomach, the hornet wings were attach to the arms by other yellow hornet metal frames. In the right hand was the hornet's stinger, now made into some launcher weapon. The most surprising feature was the entire lionfish head was atop acting like the head, while from the open mouth was a robot head with yellow face mark features, sharp teeth, & narrow emerald optic eyes.

"Volga – TERRORIZE!" Now Volga announced forth boldly his activation code, to begin transforming from Beast Mode, to his Robot Mode.

Volga reveals he transformed into a large physically built middle-age male warrior with dark exoskeleton frame. He retains much of his Beast Mode in Robot Mode. The long serpent tail reverts to change into two legs with scale boot & knee armor pads. The main body converts into a bulk chest while his Beast Mode's arms are armor & keeps the talon claw limbs as his hands. The serpent head sank down before it became apart of the horn helmet frame which inside showed a dark metallic face with silver warrior marks around the emerald optic eyes.

The first half of the new bots were already done, now it was only the last half that remained.

"Come now, don't be shy, transform & take in the glory of the 'you' deep under your Beast Mode." Archadis proclaimed forth in wanting those to reveal the beauty that is from beast…to robot.

"Air Hammer…um, Terrorize?" Air Hammer slowly spoke the code here puzzled as he was transforming from Beast Mode, to Robot Mode.

Air Hammer reveals white-silver metallic exoskeleton body frame, the talons become the legs, the underbelly shark becomes metallic for the chest, & maintains the wings off his backside with a few feathers stretch down the knees area to appear like real tail-feather formation, & the hammerhead shark head is behind the robot head area. On the left arm area, his hand was actually the hammerhead shark tail fin acting like an axe blade claw. On the right arm area, the hand was actually the hammerhead shark's mouth piece with sharp metal teeth. The helmet was style like a kabuto feature of being blue, but with silver-white line frames, even a mouth guard form to look like a jaw, & beady narrow yellow optic eyes.

"Bantor….hugh, Terrorize?" Bantor signed a bit before he spoke his activation code while transforming from Beast Mode, to Robot Mode.

Bantor reveals a brown metallic exoskeleton body frame of the baboon legs, waist, belly, & arms while his front tiger arms become his feet, parts of the style cover the left chest plate over the metallic buff chest, & yellow metal hands. On the left elbow to wrist join reveal his rear top & legs face upwards near the shoulder, & the tail stuck out like hooker weapon. On the right elbow was the baboon head acting like a shoulder guard pad. The helmet & face were yellow with blue curve plates over the eyebrows area down to the cheeks were there was a tooth lay on the chest near the sharp fang mouth, & he shows emerald optic eyes.

"Noctorro – Terrorize!" Now Noctorro was not one to hesitate, as he spoke the activation code to go from Beast Mode, to Robot Mode.

Noctorro reveals the same dark-blue exoskeleton parts on the knee-joint, waist, body, & arms. Much of the rear bull legs became the robot legs, even the feet became bat-like five toes with four in front & one in back. The bull head became apart of the chest-plate which was quite bulky for the robot, while the bat-claw hands with wings were apart of the robot's elbow to hand features. The head was shape like a red helmet of a lucha dura with the bull horns sticking out from the ear-spots, with mouth was dark-blue, & the optic eyes were emerald.

"Torca…ah…hmm…" Torca seem a bit unsure about using that activation code, but…

"Go on you big lug, finish it." Volpex talked to the orca-elephant to say the activation code, & see what he looks like.

"Hmm…Terrorize…" Torca slowly spoke forth in giving this a try after some confidence from the fox girl.

Torca reveals he transformed into a large physically built behemoth warrior with silver legs & dark blue body chest exoskeleton, & silver metal hands. The elephant lower legs became the robot legs, & the other apart of his arms, the backside was the orca head feature split like an open open by the shoulders & the tail stretch down pass the rear to the knees. The front chest-plate was apart of the orca mouth with it's tongue. The helmet was knight-frame work of dark blue, tan-bronze color steam vents which reveal tusk pointing upwards to act like horns, a red vented mouth guard, & yellow optic eyes.

"Hugh, guess that just leaves us two?" Volpex shrug off to lightly see they are the last ones to do this. "Volpex….gah, Terrorize." She signed a bit from having to say the very word here while transforming from Beast Mode, to Robot Mode.

Now Volpex reveals that she transforms into a young fembot with silver exoskeleton frame. She retains much of her Beast Mode in Robot Mode. Her hind legs becoming her actual legs with the paws stuck up from the steel toe spot. Coming out of the main body was the fox head that came up to make a girl's head frame appear with pointy fox ears attach to the helmet. Now the flock of furry mane gets tied into ponytails attach to the white helmet, two tails split open around the leg-sides acting like apart of a metallic dress, two other tails moved in to split open to reveal the arms that came out from them. Off the backside are four other fox tails that stick out to make a 'X' form that extended likely while the final tail is kept attach around the rear area.

"Ah, a fine beauty indeed." Archadis spoke in seeing the Robot Mode best befitting Volpex. "Your next." He turn to Silverbolt, as he was the last one needed to transform.

"Silverbolt…grrr…Terrorize?" Silverbolt was preparing himself, but seem hesitated to say the activation code to witness things himself too.

Now Silverbolt's body moves upward while his front legs become his walking legs. His wolf head moves down before going into a compartment, as his body is brought up, then his back legs are brought to attach to his chest, now the back paws are his elbows & had white hands. With the body finished, his back has his wings, only the last one closes to the top role for each looked slightly modified to be launcher model type. Next was the front body, a drape down his waist with yellow triangles, his mid chest had a red circle with spikes circling it, & on his top chest looked like two golden triangles, & his head looked basically a woof helmet. He had feather cheeks & a wolf mask on his eyes. Along with wolf ears while his month looked like a muzzle for a wolf with a gray nose, & had teeth, his eyes were yellow clear. From his appearance, one could have sworn he looked like a dashing knight in a silver armor, with the mix of wings on his back & looks like a wolf.

"Well, so I guess that's it, hugh?" Volpex asked in seeing that they all transform from Beast Mode, to Robot Mode.

"Heh, kinda liking the new me here?" Terragator exclaimed in checking himself out, liking how he himself looks now.

"As am I…" Injector stated in looking at a nearby reflection on his weapon at himself; clearly he's the only one who likes his new look.

"Hey, Silverbolt right? What's eating you?" Bantor asked in noticing Silverbolt seem…distracted by something.

"Hmmm…the activation code…it's not a word…I like the taste of?" However, after his transformation, Silverbolt seem distracted, as he moved his head down in confusion & such from speaking a bit uncomfortable by the word: 'terrorize', & it's meaning.

"Heh-heh-heh, can't argue with the results, though?" Quickstrike was heard cackling it out in seeing their Robot Modes, bring out some nice results for them; especially to fight more.

"Prrusssvvhm…." Then Quickstrike fires an emerald beam at Inferno who was getting up till... "Gut-Hugh…OOhh!?" Inferno yelps from the sting of a cobra's venomous beam ray effect before falling.

"Ohhhh…ME Next!" Buzzclaw suddenly unleash released from his forearm spikes, mounted ion discs onto Lazorbeak.

"TRriisssvhmmm…/GYaaaughhh!" Lazorbeak felt a sudden paralyzing pain coursing through before he fainted.

"Let me have a go…" Injectoir exclaimed as he aims his stinger that was shot at Manterror where it imploded, but splattered liquid onto the body.

"TREsssuuvhmmm…/WAAaughhhh!" Manterror let off a scream as he felt the burning of acid eating at his metal before he fainted too.

"Really, first thing ye do is attack those that attack you by mistake?" Volpex raised an eyebrow to exclaim in her thinking that was a little over much if they are apart of the same team.

"Ehhh, should have thought of that to tell them before they took a little revenge." Terragator shrug off in not seeing much a big deal.

"Heh-Ahah-Hahahah…" Quickstrike was laughing it up in how he can 'kick butt' more this way.

"Gurhahahahh…" Megatron approached the new bots as he stood in the middle of an eager Quickstrike & a puzzled Silverbolt who watch such action with the others. "Excellent, Ye-es-s-s-s…" Megatron exclaimed in liking what he sees here. "Welcome…My New…Predacons!" Megatron rested his hands on the bots that look up to him, as he proudly welcomes his newest addition.

Megatron was seen smirking on having obtain new soldiers. Some like Quickstrike seem to be quite eager. Others, like Silverbolt, still lost over this whole thing; but, from where one stands…what one is, is what they are. The scene begins to go dark now, as many new things are just stirring around the corner…

* * *

 **MEANWHILE,**

 **AT THE MAXIMAL BASE…**

The scene shows the Maximal Base from the outside, as we are zooming in closer to see what is happening. Over the next few hours, Rhinox was seen making a strange contraption with lever stick controls for the hands & a cover chest to head-piece device with a glass case for the face to be seen. A lot of buttons were flashing, as the Maximal Scientist was working hard, he had some assistants from those that could help: Longrack & Dive-Bomb.

"All is ready here. Systems are now operational." Longrack issued off to mention the state on the working equipment.

"I strongly advice against this Rhinox, but knowing you…you wouldn't listen." Dive-Bomb signed to shook his head off in what he knows, is an argument the rhino Maximal wouldn't give into.

"Oh man? If that don't take the cold-plated cookie?" Rattrap cursed off to say this in skidding backwards from his console chair near Rhinox's working spot. "Hugh, Primal's been Vapped? Dinobot's Disappeared? Stripes & the Bird Lady are off on some World Cruise along with HALF our normal numbers? And now YOUR going offline?" Rattrap was making a lot of complaints over what was happening to the point of what Rhinox was gonna be doing now. "Well, why don't we just open up the front door & invite MEGATON In!" Rattrap lash out in feeling that everything's going wrong so fast, the enemy leader may just come in & get it over with.

"Wow, you really gotta get someone to inspect your mood issues?" Jackrabbit raised an eyebrow in seeing how much the rodent likes to see the negative to all things.

"Heh, well if you were in my boots, you feel the same!" Rattrap remarked off to Jackrabbit about how it feels to shoulder the reality of their situation.

"Can't be helped Rattrap." Rhinox exclaimed off about the situation that they have been given to deal with. "When the alien device exploded, it created a window into Trans-Warp Space." Rhinox explained this off for Rattrap to follow through his state of theory. "Won't last long?" He silently exclaimed in knowing what such an event will only last for a small bit.

"Separating the core consciousness to explore the events left from the alien device's destruction, a fine time for that." Dive-Bomb remotely stated in what Rhinox was about to perform, a scientific research on an event.

"Rhinox, this attempt is only in the prototype stage, we've not even cleared the testing to see if it's safe?" Longrack strongly was against going through with this.

"Don't worry for me, worry if I can make it in time before the window closes." Rhinox pointed off in mentioning this fact which only the smart bots seem to understand what's going on.

"So What!" Rattrap snapped off to say before Rhinox push the stick button to begin the function progress. "Hey-Hey! Did it ever occur to you that we might need your Core-Conscious right HERE!" He bang on the device, but all was in vein for it covered Rhinox while only small voices of the rodent was heard. "Hugh…GHuuuaaagh?" Then Rattrap let off a big sign in feeling like just giving in without seeing Cheetor & Jeremie's group having arrived in. "What are you all looking at?" He remotely stated that he was not in the mood for those to stare at his reaction like a free show. "Eh, Cheetor, get your shiny new butt skyward & see if you can find Chopperface before the Preds do." He issued off to say this in what he wants the cadet to do, fly off to search for their missing comrade.

"You mean fly?" Cheetor asked off with an eager smile on that topic.

"Do I mean fly? NO!" Rattrap muttered this off under his breath before snapping off from this youthful cadet. "I mean take a submarine." Rattrap remarked off to say this in sarcasm. "Of 'Course' I mean Fly!" He slapped his forehead in having not been clearer about the topic earlier. "Now Get Going!" He waved off an hand in wanting the cadet to go now.

"Alright!" Cheetor exclaimed off in feeling eager to do this now.

"Alright, we'll help you out! Ready to hit the skies princess?" Odd smiled in seeing it's time to head out, & invited Aelita to join in.

"Odd, we can't just let Aelita go out there! The enemy is looking for her!" Jeremie protest that if the Predacons see Aelita, they will try to capture her.

"Yeah, well…she's also the same girl that managed fine by herself, & she can fight now." Odd shrug off the shoulders to state how tough Aelita is now compared to before; now that she can fight thanks to their transformed state by the Quantum Surge.

"I can't believe I'm saying this, but Odd's right…for a change." Ulrich signed to roll the eyes to admit…the oddball friend of theirs made a point.

"Wow, that must really be something?" Yumi exclaimed that if Odd was right about something, it's a rare treat.

"Don't worry Jeremie, everyone, I'll be fine." Aelita smiled to say this to calm everyone's worries & doubts.

"Alright….just, be careful…" Jeremie insisted that Aelita be safe while she's out.

The scene shifts towards outside the Maximal Base, Cheetor was in Beast Mode while running on foot before firing up his jet-boosters.

"Woooh-Ho-ho-Hoooo!" Cheetor let off a cheer after takeoff for this was exciting to fly.

"BANZAI!" Odd cheered as he flew on his OverBoard Vehicle.

"Activating the Warp Gate now…" Aquarius was nearby some controls to activate the Warp Gate after the Maximals have tried to fix it up a bit.

"We'll contact you if we find anything." Aelita yelled down below to say this as she used her angel energy wings to fly off after Odd & Cheetor as they went through the Warp Gate before it closed on it's self.

And back inside the base was Rattrap monitoring things on a screen that zoom the whole thing of seeing those that took off & left.

"Ssseeshh…Optimus….how did yah do it?" Rattrap signs off to huff in feeling sorrow about knowing that he wonders how his fearless leader could ever have gotten by doing all of this.

"I guess being a leader is a heavier burden then anyone can imagine." William lightly commented in how things go when one is being the one in charge.

"Even more so when our world fills like it's changing." Sissi commented with concern, so many changes are occurring & Optimus isn't around to see it happen.

"For now, we can only hope to survive the coming storm ahead." Artemis stated in knowing that if they are not prepared, things will only get much worser.

"Yeah, & without Optimus this time, even I'm starting to have second thoughts." Jackrabbit signed in feeling like they will face some big problems that Optimus usually got them out of.

Hearing that really got many in the command center to think. Much things were happening, but one thing was certain, everything is coming & going, & without Optimus around, everything is just coming loose in the end…

* * *

 **MEANWHILE**

 **SOMEWHERE IN MAXIMAL TERRITORY**

The scene opens somewhere in the higher peaks farthest from the Predacon Ship & outside Predacon Territory. An energy storm was brewing several miles away with red & orange lightning bolts in the clouds. Focusing more around the mountain top, up a path of stairs, there was Dinobot as he was looking over the two Golden Discs he stole from the Predacons. Grimlock was watching in seeing Dinobot was in deep thought over this.

"What friend doing, can't we just go home now?" Grimlock tilt his head in trying to figure out what Dinobot was speaking out about.

"In a moment, this…requires much thought process?" Dinobot issued off to say, that he's in a deciding factor of upmost importance.

"Hmm, Grimlock sorta get?" Grimlock tilt his head again in sorta following that.

"Hmmmm….too be…Grugurguraaaughh…." Dinobot spoke off between his snarling sounds. "Or Not to be? That is the question?" Dinobot spoke off a bit of Shapespear's poetry, as he held two discs while deciding, what to do. "These, discs. I hold? Are record of what….will be? Or maybe of what may?" Dinobot look at the Alien Disc. on the right, & the Cybertron Disc. on the left; knowing the discs contain records of things to come, or yet to happen. "For if, the future…is indeed immutably foretold…then…my demise is but moments from that confirmation?" He could see it, the events that will tell what has yet to occur or will happen. "For I…could not Live, if not for the master of my faith?" He shook his head off, feeling that living is not worth anything if his destiny was not his own.

"Ohhh…sounds deep?" Grimlock exclaimed in having heard this to thing that was good poetry.

"Indeed Grimlock, would you not say you want to be master of what your fate would lead?" Dinobot asked this forth in what the old Autobot Veteran would like to have himself guide his path which lead him to where he stands now; a Maximal.

"Me happier just being me…What Grimlock did in past, is Grimlock's past which me can't change." Grimlock spoke off in stating a simple-minded fact.

"Yes….But! Grurgurguraaaugh…." Dinobot stopped to pause himself in having a sudden thought come to him. "If…the future can be changed?" He began to weigh the options of what he now possesses while a flash of lightning occurs. "If these…DISCS record merely…One Path of all the million ways the cosmos rakes & form. Hahh….then their power is infinite?" Dinobot was beginning to wonder, the unlimited possibilities holding the discs can grant, the road can be split on whatever is done & chosen. "And yet, still…limited? For they could be used but ONCE!" He issued off in realizing the only limits, is the effect is done one time for those staying on the current path. "And in that change, be rendered…fiction forever more." Dinobot proclaimed in seeing that once perform, the action of that change, cannot be undone & will be as foretold.

"Really, discs can do that?" Grimlock raised an eyebrow in thinking that sounded really important.

"Yes Grimlock, for where we are maybe much, but…if any change was done, it can never be undone." Dinobot issued forth that any serious changes, can never be undone & will remain.

"Oh, does that mean when, Me Grimlock did something wrong, me can't fix? Like what done in base?" Grimlock asked in thinking this was something bad that even if tried, can't fix.

"That is different. No…what I believe, is the record on these discs, may tell us…what events are present & what is coming into the next event. But…if changed, then no one else would no, not even us." Dinobot exclaimed to briefly say, how if something yet to come, was changed, then if be treated like it never existed.

"Ugh…okay, that's confusing?" Grimlock raised an eyebrow in not really following along with such words.

"NRrruaughh…I COULD DESTROY THEM!" Dinobot snares off to lash off angrily in destroying the disc, as flashes of lightning responded to his will. "Hmmm…But…" Suddenly, Dinobot lowered his arms, feeling hesitant on taking away that which can grant one power beyond measures. "No….Don't be a Coward, Dinobot. I will know the truth instead. Then…" He looked at the Alien Disc to see himself to discuss what he plans to do. "To it will be either them…grugurguraaughh…Or Meee….That face…Oblivion?" He issued forth in making a noble decision on what path will he be lead; if the truth he learns is what he wants.

Afterwards, Dinobot walks over to a corner, places one gold disc down to lift up a nearby flat rock pattern.

"Till then…" Dinobot held the Cybertronian Disc, as he dropped it down in the spot. "Grimlock, as a fellow warrior, I ask, you keep this secret." He asked this in wanting Grimlock not to say anything about what they did.

"Why keep secret?" Grimlock asked in thinking they should tell others.

"For the truth to be found, only those that seek it must bear it…And I fear the Key's involvement in everyone, may hold the greatest tip on such scales." Dinobot proclaimed in knowing this must be theirs to keep, not even letting Aelita know, must be insured. "But until we know more, of what awaits us….salvation of destruction, we must first know the truth." He stated in coming to a conclusion on how things must be…for now.

With that, Dinobot drops the stone, concealing to hid the disc. from both enemy…& friend alike: until the day Dinobot discovers the truth he seeks to know…

* * *

 **MEANWHILE**

 **SOMWEWHERE IN THE PRED BASE…**

"AAaugh-Aaaughh…" Blackarachnia voice was heard aching & squealing within the darkness.

"Eehhh-Eehh…Yes…" Tarantulas' voice was heard aching too, but sounded…joyous.

Then the flashes of light occurred to reveal Blackarachnia wearing the spec visor again, working with some equipment.

"Yes…" Tarantulas' voice was heard, sounding more joyous…

From more flashes, sparks occurred through some nearby beakers. Then as Blackarachnia struggled standing by a monitor displaying Tarantulas' clutch body, the real thing was attach to an Energon spider-web connected to jolt devices. The spark jolts from the visor on the she-spider went out, & then…the clutch body of Tarantulas began to….move!

"It's Working…" Tarantulas' voice was heard from across the room from…his actual body then from Blackarachnia. "It's…WOooorrrrkiiiinng…." The slow motion of his voice gave off the creepy-meter, as the metal legs began to slowly open up to reveal the arms lowering off from the face of Tarantulas…Coming Back Online!

"Trisisivhmm…" The electric jolts from nearby send power, aiding in the experiment that was transferring Tarantulas' consciousness…back into his body!

"My Spark is Restored!" Tarantulas proclaimed forth in feeling his Spark has return to it's rightful place. "My body is Stronger then Ever…." As he spoke, much change has been done to Tarantulas, as his feet & legs were stretching out. "I Live…." Tarantulas proclaimed forth as he dropped down off the Energon Web, feeling his new sensation of living…but changed.

For now Tarantulas' body has change, it too has become a Transmetal similar to his original, if not different. The humanoid body was now blue & took the look of a Transmetal spider. Only now he had three purple claw hands with yellow talon fingers, his body was flipped outside on his back with his purple legs & yellow pointed feet sticking outward, his fangs were now his legs, and head was his waist, & his shoulders appeared to have green marks on them, like they're used for blasting stuff. His helmet figure was something else to be freaky, a yellow visor, two small horns & his month was like that on a spider wanting to suck the life out of an innocent creature.

"I-LIIIIIIIIIIIIIIIVE!" Tarantulas held up his hands to clutch in his return to the world of the living. "KEh-Ha-Ha-Ha-Ha-Haaaaahh…." He lets off that creepy laughter of his, as the mad scientist has return, & is back better then ever…

* * *

 **AT THIS MOMENT**

 **IN PREDACON TERRITORY…**

The scene is dark before it becomes blurry. During which who was coming around on the scene but Silverbolt…offering someone a hand. Megatron was also nearby in watching the action of his new recruit aiding Inferno who recovered from the venomous ray beam's effect from Quickstrike…

"Yes…excellent." Megatron spoke off in watching to pat Silverbolt's shoulder in helping a wobbly Inferno up. "How goes it over there?" He turn to see who else was helping to aid his fallen troops.

"Hold still, I'm nearly done." Volpex issued off to say while she exhibits a glowing emerald light onto the other Predacons before she soon cease doing this.

"Arrrugh…hey, I'm not hurting?" Lazorbeak groans at first before realizing, the pain was not there no more.

"It would seem your quite skilled in healing?" Sky Shadow commented in seeing the fox girl perform such intriguing feats.

"A healer…a very intriguing ability you have?" Air Hammer pondered to say in never expecting a healer to be among them when they woke up together.

"I agree, we are lacking in someone in the medical field, & a skill like that could be useful outside our use of CR Tanks." Archadis exclaimed in thinking how much better things work for the Preds, if they had a bot of such skills to fix them up.

"I take it we don't got one?" Bantor remotely stated in thinking they have no doc or medical bot to help out if they are damaged.

"Well, we got one now!" Noctorro smiled off bigly in thinking with Volpex, they can get fix up anytime they get too badly damage.

"You all have done very well." Megatron boasted on those here that have performed excellently.

"Teamwork & Cooperation. Those 'Are'…the Predacon 'Watch' Words." He explained this off that they work together to cooperate to get their task performed.

"Hmmm…I been wondering, we different? Are we…really the same?" Torca spoke with a deep thought, wondering if they are all the same since…they are strangely different.

"But of course, your merely a the result of a new breed of Transformers…a fusion of different Beast Modes merge into one." Megatron explained the change or a new kind of Transformers that have taken form here. "I propose your kind be referred to as…FUZORS!" He proclaimed that those with two mixture Beast Modes, be referred as Fuzors to make things earlier to describe the different Transformers.

"Fuzors hugh, so that's what we are…not like it matters much." Volga huffs a bit in hearing this while not really caring about the details.

"What matters most, is how well you perform in Teamwork & Cooperation." Megatron rephrase his earlier statement of those working together to cooperate.

"Heheh…How bout…" Quickstrike was heard speaking out to earn some attention here. "Backstabbing…& Treachery?" The short Texas boy requested off these treats of being mean & fighting it off.

"Oh….we can be flexible? Heh…" Megatron easily shrug off to smile to chuckle a bit in stating they can be flexible in doing other such things in their line of carrier work. "But our MAIN Focus must always be on the Maximals!" Then he got serious to clutch his left fist in bringing up a different topic. "And their Destruction. Along with acquiring the fable Key from their grasp!" He smiled off in stating that they want to destroy their enemies & steal the Key from them, simple as that.

"Destruction's good! I LIKE Destruction!" Quickstrike was exclaiming to say this with a twitching in his eye in being eager for something like that.

At this time, Megatron turn his smiling head to stare off at something…which earn his serious attention.

"Then, you shall have your chance…my dear Quickstrike." Megatron exclaimed off in spotting something, no doubt Maximals coming to investigate the crash pod site. "Observe…" He issued off to have those new pay close attention, as he has his spear weapon charging a light-purple glow before taking aim.

"Wait a second…are you telling me those are Maximals?" Bantor raised an eyebrow in seeing Cheetor, but he had two different things with him.

"The others don't look like the one in the center?" Air Hammer stated that outside Cheetor, Aelita & Odd hardly seem like Transformers.

"Correct, & the one with pink is a target we must obtain alive & unharmed, she is the Key!" Archadis proclaimed forth to say this for those that did not know.

"That's the Key? Was expecting a solid gold tech key or something?" Noctorro scratched his noggin in having expected something else to be the Key, an object, not a creature.

"Well, this should be interesting?" Sky Shadow commented off as they watch to see Megatron about to take aim at the approaching targets.

Those above the territory were scouting around, but could not see anything thus far.

"Dinobot, come in?" Cheetor held his front left wrist to speak into the com-link device. "This is Coldball Kitty calling!" Cheetor was using a codename in addressing himself here until… "KABOOmfruvhmmm…/GWaaaughh!" A sudden shot was fired, & exploded that knock Cheetor & the others off their course from yelping before readjusting themselves. "Someone's trying to COOK this cat?" He exclaimed off with worry that someone was trying to fry him.

"Enemies at 12 O' Clock! It's Megatron, & he's not alone!" Odd issued off in seeing they spotted enemies.

"We have to fall back, there's too many of them!" Aelita stated as they had to quickly evade contact when outnumbered.

"Silverbolt! Pursue & Destroy the Maximal!" Megatron issue an order for the new winged-wolf bot to fly up & destroy the target: Cheetor.

"Why…he is…'not' attacking?" Silverbolt spoke off to lightly shake his head puzzled; why attack someone who has yet to react in a hostile action.

"Grrrrr…" Megatron growls in annoyance in having heard such a statement; as he brought out his T-Rex metal fingers on his shoulders to take aim at what upset him; an open wide gaping Silverbolt.

"POw-BAMfruvhmm…/GUAaaugh!" Then Megatron fired them T-Rex finger blasters off his shoulders that exploded to knock a yelping Silverbolt back.

"Heh-Hah-Hah, Hah…" Quickstrike was heard laughing it out in enjoying that as smoke came from what Megatron fired from.

"Wuhhahahah…/Hahahahahh…." Buzzclaw & Injector were laughing out in finding the action very funny & amusing.

"NEVER Question 'My' Orders!" Megatron strictly lectured that no one is to question his orders when given. "Now Go!" He lashed out sternly to gaze in ordering for the bot to pursue the target.

"Are ye daft! Ye just SHOT Him for just a simple question? Give me a moment to heal him." Volpex protest to say in stepping in to prepare to help heal Silverbolt when…

"Urgh, it's fine…I'm alright." Silverbolt spoke a bit from biting his teeth down to ignore the pain, much to Volpex's concerns of this show of bravo foolishness.

Now Silverbolt was slowly getting up from having been knock to his senses, before transforming back into his Beast Mode.

"Inferno! You bring Quickstrike & follow me." Megatron turn to interact Inferno on what to do from there. "The rest of you spread out, & corner the Key before she escapes!" Megatron gave orders to the others in what to do here. "Megatron - Flight Mode!" Then he went off to announce this activation code, as he transform to Beast Mode, as his turbines came out from the T-Rex leg-sides & his rollerblades came out before he was seen taking off.

"Geh…Neh…" Quickstrike was seen climbing aboard Inferno who used his ant-legs as something for the short scorpion bot to climb up & sit above his fire-ant abdomen.

"Ugh!?" Inferno yelped from having the little extra weight of a passenger, but he will endure for his leader's command; as his abdomen split off to reveal the jet-thruster.

"Get-Ye-Up!" Quickstrike issued off that this flying bot start moving on off, as they were gonna fly like a cowboy riding a steed. "YEEEEH-HAAahhh!" Right now, we view Inferno flying upwards while Quickstrike was cheering off his situation like he was riding a critter into a fight.

Looks like they take the high road, we take the low road." Volpex issued as she, Bantor & Torca ran off while Air Hammer, Noctorro, Buzzclaw, Sky Shadow, Injector, & Volga took to the air with Terragator riding the latter.

"Oh man, I'm leading a Pred Parade?" Cheetor looked back in seeing a large squad of baddies was right on one's tail. "Well lets see if they can follow THIS Leader!" Cheetor got determine before issuing what to do next as he speeded up.

"I get it, Divide & Conquer! Lets go Aelita!" Odd smiled in seeing the old one-two maneuver they did before.

"Right!" Aelita nodded with a smile, the new enemies won't be expecting that.

Now Cheetor dives down towards a canyon hole with some pillars sticking out of it while Odd & Aelita split off. Silverbolt was seen tailing the flying cat at this time. Course Cheetor was doing some nifty flying & twirling maneuvers to try to confuse the pursier.

"GRroouughh!" Silverbolt was heard trying to make a snarling sound in flying after the target. "Groough-ARrrughh!" He continued to sound fierce, as Silverbolt was maneuvering through the pillars to avoid them while chasing his target. "Puffruvhm…." Then Silverbolt transformed into Robot Mode, as he was flying about close to his target before aiming the two edge feathers of his wings to fire off missiles. "KABOOM!" The missiles were coming up close to Cheetor until he dodge around to the left, & the attack exploded on a rocky pillar to bits. "WHAAAa-AHHH-AAahhh! GUUagh!?" Silverbolt yelps out loud before he ends up crashing into that he exploded & was knocked down.

"Wuhhahaha…Oh yeah!" Cheetor laughed off jolly in how he managed to make a good effort there. "Nothing like cat's speed cornering a villain." Cheetor cheered forth in seeing how well they managed to get this done.

"KABOOmfruvhmm…" But then there was something else seen…Megatron was seen bashing against the obstacles.

"Woah!" Cheetor yelped in looking back of who was on their tail. "Well okay, except maybe with brute force?" Cheetor corrected himself in seeing who was coming at them.

"KABOOmfruvhmmm…/GRruuaarrugh!" Megatron continued to use brute force to bash his way through any obstacles to pursue his target.

"Except maybe brute force." Cheetor muttered off in seeing how the next pursuer, was using a different method to keep up. "Jets - MAXIMUM BURN!" Cheetor issued off in requesting his jets punch it.

The race was on in one side trying to escape pursuit from the enemies. It was definitely about to get dicy if the Predacons manage to catch up…

* * *

 **BACK AT THE MAXIMAL BASE**

The scene changes to where we see that Rhinox's eyes were off as he was still having that device of his cover over himself while in a deep stasis. Rattrap was looking at his big buddy with a worried look. Longrack & Dive-Bomb were working on fixing other parts of the base while Aquarius, Jackrabbit, Artemis & Jeremie's group helped a bit out. But all that was cut off from a sudden incoming transmission from a nearby console.

" _This is Cheetor!_ " Cheetor's voice was heard breaking the silence in the room. " _Code One Emergency!_ " Cheetor's voice issued off to say this as anyone near came near the console to hear this out.

"Code One!" Sissi repeated off in what they heard.

"Uh-oh! That sounds bad!" Jackrabbit yelped in knowing that sounded big.

"Oh sure? Like things weren't bad enough?" Rattrap shook his head in feeling that this just makes their day all the more to deal with. "Well what have you & your party done now?" Rattrap asked off in what Cheetor has gone & done to get himself in trouble.

"Ran into a Pred nest in Delta Quadrant. Couple of New Nasties, plus Megs himself!" Cheetor issued off to speak this on his com-link about the report he was giving in. "They're on my tail! We had to split up!" Cheetor issued off about how they got many enemies trailing them without warning.

"Oh pussycat, you really know how to tickle my joint stick?" Rattrap muttered this off under his breath in having heard this news that just makes things all the more worse of the rising problems. "Okay! We'll lay out the welcome matt…" Rattrap replied off in what he's gonna do here to 'welcome' the enemies that are coming.

"You worried about Odd & Aelita if they're okay Jeremie?" Yumi asked this in seeing Jeremie had a concern look.

"I am, Aelita's never fought before, & she's only just started?" Jeremie stated in having concerns if the pink haired girl will be alright.

"Well, they say practice makes perfect, maybe she'll get the hang of it." William shrug off in thinking on how to be positive.

"Save the discussion for later kiddos, we got work to do! Preparations ready over there for the defenses?" Rattrap issued off to say while checking if they are good on systems for the base.

"I just got word from those outside, the shields & weapons are fixed. They can be used." Aquarius issued to say that they are good to go.

"Good! And not a moment too soon." Rattrap exclaimed with some relief sign to having heard that. "Sentinel…Outguns Online!" Rattrap press a few buttons in preparing their defenses for the base to be on standby. "Stand ready on full alert." The rodent issued off in having everything set for any signs of approaching trouble. "Yo Rhinox! Eh, sorry to interrupt yer nap, but company's coming ta get.…" Rattrap was approaching to speak up to Rhinox at this time until…he was cut off by alarms.

" _Warning…_ " Sentinel's voice was heard in issuing an alert notice. " _Unit Rhinox's core conscious is extended beyond measurable limits._ " The system listed off the matter of what was happening with the sleeping Maximal Scientist as some more system blinking sounds are heard of diagnosing the bot's condition. " _Any disturbance will result in 'permanent' lost of Spark._ " Sentinel's voice exclaimed off that any sudden actions without Rhinox's consciousness in toll, will result in the guy going offline…permanently.

"Oh sure? Now there's some 'GREAT' timing for yah?" Rattrap rolled his eyes to remark how this was some timely news, that was just great to be heard that makes matters of their situation…more troubling then before.

"Why would Rhinox think doing this kind of experiment is important?" Ulrich raised an eyebrow to question Rhinox's decision on such an attempt at this very moment.

"Rhinox said there was something important he had to do with an open window into Trans-Warp Space after the alien device was destroyed." Artemis explained this from having heard about what was going on earlier when the bots began this work.

"Indeed, the energy output was massive, but Rhinox decided to inspect it, there might be something we can use to our advantage? Maybe get a signal through to Cybertron?" Longrack pondered to think about what they might learn from the event, it may become helpful to getting to their home world.

"Even so, this process is a danger to his health, one wrong slip up on any disturbance while the core consciousness is separated: like getting him out of this or if the base lost power, it'll be all over." Dive-Bomb stated in having much concerns that if anything goes wrong, Rhinox will be a goner for sure.

Everything was really going south, Cheetor, Odd & Aelita are dealing with a Predacon problem & Rhinox is in a life-or-death state, the team was falling apart without a proper leader to guide them. Then at this time, someone came up the hatch elevator, & it turns out to be…Dinobot!

"Nrruruagh…What is Happening? Sentinel is on Alert!" Dinobot came into the commander center to demand answers while keeping his left hand behind his back.

"Dinobot! Your back!" Jackrabbit exclaimed in seeing a familiar face.

"Hey! Heh, ChopperFace!" Rattrap smiled in sounding happy to see a familiar face, even if it's the Ex-Pred. "Cough…ugh…" He cleared his throat to not have anyone get the wrong idea. "Hey, where you been? Out saving the Universe or somethin'?" Rattrap asked this question in where Dinobot has been, never seeing that behind the Ex-Pred, was the Alien golden Disc he stole from the Pred Base.

"Possibly…Yes…" Dinobot muttered softly to say this as both a remark with a hint of truth; but not many can tell if he's being sarcastic or not.

"What does that mean?" Jeremie raised an eyebrow, uncertain of what Dinobot meant in answering that strange comment.

"Hello! Me Grimlock Back...Urgh…" Grimlock spoke to come up the other hatch elevator, but yelped from not getting halfway; he's too big. "Me forget, can't squeeze in through hatch?" He exclaimed in remembering he can't get in this area.

Then Dinobot press his chest to activate a function, & then something was brought down from above: it was a stack of different Maximal Weapons from blasters, shotguns, miniature cannon blasters, long rifle blasters, etc. It was like the Axelon's heavy weaponry stash for a different use depending on the battle ahead.

"Woah, I didn't know you guys had something like that?" William yelped in seeing surprise new feature.

"I requested B'Boom to work on upgrading the Axelon's weaponry supplies, to military grade with the aid of Longrack sometime ago." Dinobot issued off in stating who helped in the aid of having the Axelon crew gain new weaponry.

"Cool! How come we never got them?" Jackrabbit asked off in wondering why they never got such new stuff.

"Because Military Weaponry are for combat bots only. Not an exploration crew, especially those under cadet class." Dive-Bomb sternly lectured to say in knowing such weapon classes are too dangerous for inexperience bots to use.

"Looking at our situation, we may need them?" Longrack stated that in worse case, they may need to up their arsenal; especially after witnessing how Transmetal armor can withstand low energy blaster shots.

"Indeed!" Dinobot issued off to agree to such matters. "NOW! What is the Emergency?" Dinobot asked this off as he inspects the stash of select weaponry.

"Oh, well…ah, nothing much?" Rattrap slowly spoke to make things sound sarcastically about how bad things are. "Lets see: Rhinox is off chasing comets with his mind? And ah, Cheetor is bringing a squad of Preds home to play with Odd & Aelita helping out?" The rodent was lightly stating the facts as if making it sound like it wasn't all that bad, when it was: all as Dinobot was gearing himself up with the display of weapons. "Of course, if they hit this place, ehh…Big Green goes permanently offline." He then clapped his hands together to playfully state the up & down side of all things that come to an end.

"Wow, when you put that all together, it really does make one feel gloomy?" Sissi commented in how that news could really bring one's spirit down a notch.

"Everyone's either off somewhere, & those at the base are working, so what can we do?" Jeremie stated in knowing they are short-handed, what else can they do that can help out against the enemies growing by the number.

"Well then…" As Dinobot spoke, the lowered weapon display rose up, revealing Dinobot fully geared up with weapons & ammo; looking like he's ready for a heavy battle. "We must take the FIGHT…To the enemy!" Dinobot exclaimed to say this in sounding serious, they must go out to fight the enemy then wait for their arrival.

Then Dinobot toss to Rattrap a new blaster gun that the rodent smirk to check it's load; & seems to like this newer, & more deadlier weapon that can probably do a better job then his old blaster.

"Whoever is coming, meet us in the Delta Quadrant!" Dinobot issued forth to say this in getting ready to depart now.

"Me Grimlock go!" Grimlock issued forth as he was slipping down the hatch elevator to get out.

"We better go too…" William stated to say until…

"Uh-uh, not so fast! The last thing we need is human children going out where the stakes are TOO high to imagine. I'm sorry, but you're staying put here for your own safety." Dive-Bomb spoke up to protest in not about to let children, human or any other go out where the threat is too big to imagine while they are short handed.

"Aw man!" Jackrabbit complained in seeing they are being forced to remain, what a bummer.

Soon the scene changes to outside the Maximal Base as those that took the hatch elevators reach the bottom. Then as soon as Rattrap got off, he quickly transforms into his Beast Mode.

"Grimlock brought backup!" Grimlock's voice was heard, as Dinobot & Rattrap turn to see their remaining Maximals around the base: K-9, Armordillo, Wolfang, Razorbeast, Snarl, Bonecrusher, B'Boom, Grizzly-1, Leo, Mach Kick, Drifter, Aquarius, & Lynxa.

"We are ready to defend!" K-9 issued forth in being ready to begin.

"Gotta be careful, we are slightly at a disadvantage." Snarl warn the group of the disadvantage they are still in.

"Yeah, most bots that can swim & fly while going on land are out Pod Searching!" Grizzly-1 remotely stated in seeing they are missing others that have gone off to search for other Stasis Pods & to explore the planet.

"Claw Jaw, Cybershark, Diver, Gimlet, Sharp Edge, & Icthyo are exploring the seas. While Wingblade, Override, Larkshot, Iron Duke, Ivor, Airazor & Tigatron handle the skies & land. We will be on our own for the time being." Leo exclaimed in knowing that they are short as many comrades must perform their different task.

"But, we still have Longrack, Dive-Bomb & Rhinox around, right?" Razorbeast spoke in trying to see a bright side.

"Rhinox is busy, & the others, even Artemis & Jeremie's group have to stay put." Aquarius stated in knowing about what the others are currently doing.

"We're sorry that we do not help cover half the enemy's full strength." B'Boom apologized in knowing, compared to the enemy, they are only at half strength.

"What we lack, we must make up in quality against quantity." Drifter spoke these wise words while in a meditated state.

"Hmm…you all will do! Set the Warp Gate for Delta Quadrant!" Dinobot instructed in what they need to do next.

"Already done!" Mach Kick responded to report they have a Warp Gate ready to take them to that location.

"Then it's time to make tracks!" Rattrap proclaimed in what it's now time for. "Rowdy Mode - MAXIMUM RUBBERBURN!" Rattrap issued off a code command of what to prepare at this time. Then he leaps upwards before transforming into his additional third form of a vehicle with wheels, as his exhaust pipes came up. Then he was kicking it into high gear to drive off while causing some dust to fly off near Dinobot.

"Cough-cough…" Dinobot was coughing from the dirt being tossed into his face.

"Hooo-Weeeh!" Then Rattrap was heard making a loud excited cheer sound, as he was off through an active Warp Gate while leaving those to accompany him behind to follow.

"Acursed rodent." Dinobot remarked off in seeing Rattrap leave the scene, even if the rodent has change to adjust his new Transmetal state; somethings don't change.

"Well, better get going." Bonecrusher issued off in seeing it's time to move out.

As the others were going through the Warp Gate, Lynxa turn around to see Jackrabbit & three human children come forth…William, Ulrich, & Yumi.

"Thanks for helping us tag along Lynxa." William thanked the lynx Maximal for having the older bots let them tag along.

"I convinced Dive-Bomb that if we were in Stasis Lock, we need human help." Lynxa pointed out the major issue of where the human element, is needed.

"That and as long as we stay close to Grimlock, we won't get separated." Yumi pointed out to say as she knew they stick to a big bot that they can ride on if things get hectic.

"Well, better hurry along. Jeremie's gonna do what he, Sissi & Artemis can to speed up Rhinox's little experiment." Ulrich pointed off to say in seeing they best not delay.

Without delay, the last bunch quickly went through the Warp Gate before it shut it's self down.

* * *

 **BACK AROUND THE BATTLE SITE…?**

Right now, back within Pred Territory, Cheetor was flying off to lose a hovering Megatron on his hot pursuit of the cadet.

It was looking like it would be the end for the Maximal Cadet, or would it…?

"OH NO YOU DON'T! YOU FANG-FEEDED FREAK!/Pow-Pow-Powfruvhm…" Then Rattrap was rolling up off the side, saw who was coming after Cheetor while he transform to leap upwards to fire off his new blaster that made three shots.

"BAMVFruvhm…/GRUAAughh!" Megatron yelped from being hit the last of the three shots, as it managed to just knock him off to lose his air travel. "NOOOOUuuaaughhh…GWUuuoagh!?" Megatron was heard yelling this off as he fell from such a high height "CLOMP!/GRrrughhh!" He transform into Robot Mode as he hit the ground by his feet.

"Wooooaahhhh-GUUUaughh!" Then Rattrap's screams were heard, as he was coming down from his leap off a canyon to land smack behind some cover.

Afterwards, Cheetor flew behind the same cover rock with Rattrap. Elsewhere in the sky, Odd was zipping through with Volga chasing after him with Buzzclaw & Injector.

"You fellas new to the area, or were you just lost?" Odd smirked to make a joke on the new Preds on the clock.

"GRUUOORugh…/CHOP!" Volga stretched forth to nearly bite the odd kid, if he didn't duck down in time.

"Woah, touchy?" Odd remarked in seeing someone was being touchy today.

"Foolish Creature! You shall fall before Buzzclaw!" Buzzclaw proclaimed outloud right.

"Well if I had faces as freaky weird as you guys, I be shaking in my boots!" Odd remotely stated on how those chasing him had the weirdest & freakiest faces around.

"How DARE you call my Handsome face weird & freaky! You will suffer!" Injector protest out in not liking someone say that about himself.

Odd was really getting those that don't know him, to be ticked off by his playful & annoying ability to get under one's skin. Aelita was flying off while seeing Air Hammer tailing her before Sky Shadow & Noctorro showed up later.

"Having trouble Air Hammer?" Sky Shadow asked in noticing the trouble of trying to catch the target.

"Megatron said to capture the Key unharmed, I'm trying to find that opening?" Air Hammer stated in trying to not do anything that would hurt Aelita, but he couldn't figure out how to do it.

"Nothing to it, just gotta approach nice an easy." Noctorro shrug off in just do what comes natural.

Aelita looked back & then looked forward to spot Odd as he gave her the signal with a thumbs up, as she nodded in response.

"Sorry, but this is my stop." Aelita smiled to say while preparing her Energy Field spheres in hands to form a really big one.

Aelita fired the biggest sphere she charged except she didn't aim at her pursuers, she aim it at…Odd's foes; & it hit right in Volga's face.

"GRUUArrughh! MY EYES!" Volga roared off in being temporally blind.

"Bye-bye!" Odd waved off to say this to those chasing him.

Then Odd & Aelita zip pass the other, while the chasers followed only to notice the others were….coming at them without warning.

"WAAAaughhh!/CRASHfruvhmm…" Injector & Buzzclaw screamed this out as the others yelped before they crashed into the other which Volga's big body really gave the most force while descending at an alarming rate. "POWFruvhmm…" They hit the ground hard, scattered around before the ground unit approach to see what happened.

"What just happened?" Bantor raised an eyebrow in having missed witnessing the event.

"Apparently getting outsmarted by a child's prank is wha happened here." Volpex signed to shake her head, honestly, how could anyone be so gullible.

"Um, will Megatron be mad?" Torca asked in wondering if Megatron will not be happy about this.

"Ehh….maybe, it's our first day on the job?" Terragator shrug off in trying to not let such a thing drag him down.

Volpex signed again before she had to get to work on healing those that were aching. After Odd & Aelita were done while meeting up, they join the other Maximals where they hid for cover. Megatron had seen all of what occurred to know, the Maximals were making that large boulder a place to be under cover from when they go on the attack.

"Predacons! Regroup around my position!" Megatron used his com link to get in contact with his other troops.

* * *

 **MEANWHILE**

 **BACK AT THE PREDACON BASE**

"Teh-Hah-Hah-Hah-Hah, Teh-Hah-Hah-Hah-Hah-Haaahh…." The scene begins to open on the evil cackling of Tarantulas, now return, & better then before as a Transmetal.

"So…You're a 'Big', 'Bad', Transmetal now hugh?" Blackarachnia exclaimed off remotely about Tarantulas' new upgrade as he was approaching her in a creepy manner. "WELL…I'll Hose Your Head With High Power Ammo If You Take Another Step Closer!" Blackarachnia reach behind her to pull out her Cyber Venom Blaster; now that Tarantulas is out of her mind, she won't mind this way of payback.

"I think…Not." Tarantulas shook his head to slyly state the fact that the she-spider, will do no such thing.

"Trisisisvhmmm…/NRruagh-Uuuaugh….ARrrugh…Ahhh…" Blackarchnia suddenly felt strange, her left arm was moving against her, about to point her weapon at….HERSELF!?

"Teh-Hah-Hah-Hah-Hah…" Tarantulas was heard making that creepy laughter of his. "Witless Widow! I left a Psychic-Link between us." Tarantulas issued off that during his mind's dormant stay in Blackarachnia, he left a link for them to be…connected. "Even in this body, I can still control you." He pointed that even if he's in his original body, Blackarachnia is under his control.

Suddenly, the screen monitor change from the diagram of Tarantulas' body to the image of…Megatron!

"This is Megatron calling Predacon Base!" Megatron issued off in contacting the base for any Predacons nearby to answer.

"Ugh…Aaaugh…?" Blackarachnia yelped as she let off her last moans before falling to the floor; as Tarantulas gave her a break while he turn his attention to who's calling.

"This is Tarantulas." Tarantulas issued off that he was here.

"Ahhh, excellent…Your Back Online." Megatron smirked a bit in seeing who has return from their….recent offline from the Planet Buster event. "And a Transmetal as well." Megatron issued off the new look that Taranulas was sporting on.

"Eh-Ye-e-s-s-s…" Tarantulas exclaimed in displaying his new look, his new Transmetal features are a nice touch of improvement from what he use to look like; & is more stronger now.

Then from a nearby CR Tank, Waspinator was seen coming out of it fully repaired & in Beast Mode.

"You-Hoo! Wazzpinator here too!" Waspinator waved off from nearby to get attention bfore flying up to the screen. "Lizard-bot Invade Base! But Wazzpinator…" He was giving the report of what Dinobot had done during earlier & would have continued until…

"Silence!" Then Megatron's voice cuts the wasp-bot out on his report.

"Hmmm…?" Waspinator backs away from the monitor as he & Tarantulas listen in.

"Just converge on my coordinates." Megatron gave these instructs to meet up where he is. "Assemble all Predacons at the base, leave one to activate the Warp Gate." He was being brief on what he wanted, & was planning a way to return afterwards. "It is time to finish off the Maximals…For Good!" Megatron issued forth in being super scary & serious, this time…it's time to finish off their enemies…permanently.

* * *

 **BACK AT THE BATTLE SITE**

The scene begins to open where a strange tumbleweed was seen blowing across the open field while a hawk cry is heard from a distance (the atmosphere gave out an old west showdown theme of what's coming up). The scene focuses on where Megatron was seen waiting behind his cover boulder rocks, as he checks something he pulls out that seems like a Cybertronian pocket tech watch. He pushes a button to display six holes & a center large one, as the center became like a sun followed by a red, green & blue/green planets in a triangle form & the gears were ticking like a clock.

Rattrap was seen peaking out from his cover spot along with Odd, in spotting the arrival of Silverbolt, Inferno with Quickstrike riding him to join Megatron's side. Followed by the rest of the new Fuzors along with Archadis, & just seeing the size of two of them made the Odd worry that their troubles got a whole lot bigger. From where Rattrap & Cheetor are & in Robot Mode along with Odd & Aelita, Dinobot was seen coming in where he spotted those hiding behind the rock rear along with the reinforcements he brought: Grimlock, K-9, Armordillo, Wolfang, Razorbeast, Snarl, Bonecrusher, B'Boom, Grizzly-1, Leo, Mach Kick, Drifter, Aquarius, & Lynxa. Followed by Jackrabbit & surprisingly, William, Ulrich & Yumi. Cheetor was polishing his whip hook lash before seeing the backup that came to help them out. Course Rattrap's eyes & Dinobot's eyes gave the usual look of seeing the other here. But Dinobot loaded his long rifle gun, ready for battle as Cheetor felt the tension was high.

"Why's everyone giving the other the weird eye look?" Jackrabbit raised an eyebrow in noticing the weird tension.

"Cause we're about to go to war, full-on, & it's a serious one. I helped lay out some traps a bit further back, but it was a rush job." Armordillo exclaimed to say this much while mentioning what he did.

"Hmmm…you three, take these!" Dinobot hums a bit before tossing to Yumi, Ulrich & William to their surprise…military blasters.

"Woah-woah, Dinobot, are you serious! Jackrabbit aside for being a member of the crew, they're just kids?" Mach Kick felt like giving human kids weapons, live ammunition, was over the top dangerous.

"We'll need every advantage. They need more protection for us against the enemy, & for their own sakes." Dinobot explained that this was to keep the children that unlike Odd & Aelita, are more protective with a way to fight back.

"He's not wrong." Leo spoke up in making this confirmed statement. "The way I see it, all of us are ground units. Only Cheetor's Flight Mode, Aelita's Wings & this group's OverVehicles, are the only ones that can perform measurements in the air." Leo

"Well, I say if we go out, Aelita takes to the air…Megatron wants her unharmed, so that'll give us some advantage." Grizzly-1 issued to speak up a crazy plan, so crazy, it might help give them a slight edge where Aelita won't be harmed.

"That's a big 'if' there?" Lynxa raised an eyebrow in thinking that was a long shot if she ever heard one.

"Don't worry, we each cover the other's blind spot." Odd smiled in trying to think positive.

"Jokes aside, this here's something we might not have even been closer to danger then now." Yumi pointed out a serious reminder; the danger, is really close that the human children have ever experienced.

"Counting the other times, you be half-right." William pointed out other times they were endanger, but all things consider, this time…it's in another league.

"So, are we doing this or what?" Ulrich asked if they do this thing or not.

"Ehhh, boy, kids today, they grow up so fast & suddenly, they are off to war?" Rattrap signed to shake the head in seeing how things were turning out.

"Hmmm…Grimlock sense more enemies approaching…lots of them." Grimlock looked up ahead in sensing more enemies were arriving.

"Huuuugh…. And that gone & made our situation…all the more heavier." Rattrap signed heavily in knowing the neighborhood is out to get them; just great.

Everyone was starting to feel on edge, this will be a big showdown of where the odds were against the underdog Maximals group.

* * *

 **BACK AT THE MAXIMAL BASE**

The scene shows Rhinox's body was seen shaking while a strange light purple energy flow escapes upwards. Something was occurring at this time…

"Ugh, guys….what's happening?" Jeremie asked in noticing the energy flow display.

"By The All-Spark, it's starting." Dive-Bomb exclaimed in shock in what they are witnessing.

"We need to keep the energy output stable." Longrack suggested the next course of action.

"At first I was worried, now I'm more sure I am." Sissi exclaimed in worrying what happens.

"We have to remain calm, let us check the levels." Artemis stated this, just as they quickly had to work.

* * *

 **BACK AT THE SHOWDOWN SITE**

And back at where the showdown event is ticking, Megatron's planetary clock was still ticking. And during the time, more Predacon reinforcements were arriving: they were Waspinator, Razorclaw, Lazorbeak, Manterror, Iguanas, Spittor, Shadow Panther, Snapper, Double Punch, Buzz Saw, Manta Ray, Scylla, Sky-Byte, Ripteeth, Sling, Insecticon, Jetstorm, Powerpinch, Retrax, Drill Bit, Vice Grip, Drago Wing, Leatherhide, Venomess, Fractyl, Killer Punch, Hardhead, Raid Jango, & Rime Walrus. Last to show up was Tarantulas who had a different Beast Mode form with the new Transmetal mutation upgrade. His legs appeared to be his fangs, six to eight yellow eyes & it looks like he had sap talon fangs sticking out. But a different form view shows he flipped down a wheel from his abdomen & a saw-blade from under his beast-head, making a spider-cycle, & the long talon fangs at as blanchers to keep the cycle-form from tipping even as his spider-legs are held upright for travel speed. It's like Tarantulas has become a motorcycle-spider hybrid in this third form of a Vehicle Mode. Soon Tarantulas soon clutch his raise up metal spider legs on the ground, retracted his mid-wheel & back hid wheel to appear like a metal spider. But he leaps upwards with his metal feeler as legs, & his metal spider legs shifted over behind his backside, now in Robot Mode & ready. Waspinator & the rest of the Predacopns also transform from Beast Mode to Robot Mode. The ticking of Megatron's clock continues onward.

* * *

 **RHINOX'S CONDITION**

Back at the Maximal Base, things were still occurring. Rhinox's body was seen at the base still in the subconscious state with the device working to let light purple energy flow out of him.

"Readouts are stable." Dive-Bomb reported the condition.

"Systems are still functioning?" Longrack reported how things are still operational.

"No signs of any electrical failure." Jeremie stated from seeing Rhinox's state was still good.

"Whatever Rhinox is doing, I hope he gets back soon." Sissi exclaimed in really not liking how this dangerous action will help them.

"We all do, we all do…" Artemis padded Sissi' shoulder, all they can do, is hope…

* * *

 **AND BACK AT…**

 **THE SHOWDOWN SITE…**

Finally, Megatron stares at his planetary clock in seeing the three planets rotated around the sun to go in separate holes before closing it. Megatron signals his gathered troops with a nod in saying; it's time. Quickstrike lowers his eyes in being ready for action.

Rattrap was getting his new blaster loaded up before looking to Cheetor, as they shared an equal moment of what comes next. This was it, no going back now, time to put fear & doubt behind them, & put on brave faces.

"It's time…" Drifter stated in opening his eyes from meditation; sensing the hour has come to begin.

"I been itching for this!" Bonecrusher smashed his two fist together, ready to take part in the action.

"Take this Grimlock, you will need a long range weapon for this shoot-out." Wolfang then gave Grimlock a large cannon blaster; seeing the bot doesn't have any long-range weapon on hand.

"Ugh, okay?" Grimlock scratch his head puzzled to accept gift.

"You children get to your position, we'll take the vanguard position." K-9 gave order in wanting the children to be where they are further out of danger then where they are going.

"Ready for this Jackrabbit, I'm surprised your not worried?" Cheetor asked in seeing the youngest Maximal not shaken by how things are going.

"I'm ready, I don't wanna let anyone down!" Jackrabbit put on a brave face, not about to let this scare her…even if she showed signs of it; she had to be brave.

Soon the few Maximals come out of hiding in preparing to go into battle now were gathered: Rattrap, Cheetor, Dinobot, Grimlock, K-9, Armordillo, Wolfang, Razorbeast, Snarl, Bonecrusher, B'Boom, Grizzly-1, Leo, Mach Kick, Drifter, Aquarius, Lynxa, & Jackrabbit. Aelita & Odd took to the air to flap their wings or ride on the OverBoard, William, Yumi, & Ulrich popped their heads out from behind the boulder cover to provide cover-fire. Coming onto the open field was the Predacons: Razorclaw, Lazorbeak, Manterror, Iguanas, Spittor, Shadow Panther, Snapper, Double Punch, Buzz Saw, Manta Ray, Scylla, Sky-Byte, Ripteeth, Sling, Insecticon, Jetstorm, Powerpinch, Retrax, Drill Bit, Vice Grip, Drago Wing, Leatherhide, Venomess, Fractyl, Killer Punch, Hardhead, Raid Jango, Rime Walrus, Waspinator, Inferno, Megatron, Tarantulas, Air Hammer, Bantor, Noctorro, Torca, Volpex, Silverbolt, Buzzclaw, Sky Shadow, Terragator, Injector, Volga & last was Quickstrike.

"Oh my…just look at them all?" Yumi exclaimed from the boulder cover at the number of enemies that grew.

"That's…a whole lotta Preds!?" William stated in knowing this was really, something that seem almost terrifying to believe.

"Plus two really BIG ones that can tussle with Grimlock. Huh, things are just not looking up for us?" Ulrich issued off while trying to remotely comment their situation with a half-hearted joke.

Megatron gave a narrow mean stare, as the final settlement seem near. The numbers don't lie, Predacons up to 44 were facing down Maximals up to 18 plus 5 organics makes 23 in total. The odds seem to be in favor of the enemy. But the matter was about who would have the moment to draw their weapon to fire before the other. Waspinator's twitching finger, Quickstrike's hissing cobra, Dinobot's twitchy finger on his rifle gun, Cheetor stared off with a firm face, followed by Inferno's gaze, then followed by Rattrap's gaze, Tarantulas gave a gaze, & so forth the rest.

"Oh boy Princess, I'm having a weird feeling of butterflies in the stomach motion?" Odd exclaimed in almost having second thoughts from seeing how vastly outnumber they are.

"Same here Odd, same here…" Aelita lightly nodded, this won't be easy to overcome, but…they have to try…

The tension felt so high, just one move, one more would set off a chain reaction of no going back. Until finally, the Predacons were drawing their weapons to take aim, & on the last moment, the heroes prepared whatever gear, item, weapons, etc. to begin: 'the Showdown'. Everything was becoming a faded image while the background theme seem to come to it's closure…All went in a frozen western picture, before the screen went ablaze to reveal this shocking twist of what's to happen…

 **TO BE CONTIUNED…**

* * *

 **NOTES:** Now as many are guessing here, we got some new character bots starring in this story which is different from the Beast Wars TV Series. So here's a view list of names to follow through.

1st New Bots - Buzzclaw, Sky Shadow, Terragator, Injector

2nd New Bots - Air Hammer, Bantor, Noctorro, & Torca

 **NOTED FACT:** Now these characters appeared in the Beast Wars Comic Series, which their origin before coming online was different. The first half were reprogram into Predacons, the second half were saved & became Maximals. However, in this story, things are different while working up towards the next step in progress of who's really who.

And now, here's some new OC Transformers to be Maximals & Predacons, made by the VISION-KING to help the story & balance it out as well. And get a good feel approach to those that saw my category work from the first chapter. Now I do believe you'll get a good feel from the first new cast to appear in this version of Season Two. (As well as how to picture them in action)

 **VISION-KING OC**

 **1st)**

 **Name: Volpex**

 **Function: Maximal**

 **Transmutation: Fuzor**

 **Beast Mode:** A grown-up arctic fox with fur as smooth white coated fur with a hint of deep light-blue touch on parts of the chest, legs, paws, & the tail edge, & has light-bronze color eyes. The only noticeable difference of this seemingly unique arctic fox, was that it had not one, not two, but….NINE TAILS! The tails seem to be style from a pheasant bird species, stretching out the other eight together with the one; plus other pheasant features are seen from the forehead with the same style as the tail acting like a flock of furry mane, plus a little off the front puffy chest. Truly looking like an arctic fox with a cross mix breed of a pheasant bird to give it a majestic & mysterious appearance.

 **Robot Mode:** Transforms into a young fembot with silver exoskeleton frame. She retains much of her Beast Mode in Robot Mode. Her hind legs becoming her actual legs with the paws stuck up from the steel toe spot. Coming out of the main body was the fox head that came up to make a girl's head frame appear with pointy fox ears attach to the helmet. Now the flock of furry mane gets tied into ponytails attach to the white helmet, two tails split open around the leg-sides acting like apart of a metallic dress, two other tails moved in to split open to reveal the arms that came out from them. Off the backside are four other fox tails that stick out to make a 'X' form that extended likely while the final tail is kept attach around the rear area.

 **Arsenal:** A Tail-Style Scimitar used for close melee combat, & a Fox-Blaster Gun to fire off energy shots or shot out water shots to help put our fires: even fire off water shock waves that burst & splatter water over a larger number. Her secondary weaponry might be when she extends her four tails on her backside to take aim & fire powerful plasma shot blast at the enemy to deal heavier damage.

 **Bio:** Upon coming online, Volpex seems to show a bit of being stuck-up attitude, acting mature around others while still very much a young youth. But she can lose her patience if teased, bothered or insulted. She has a softer side she doesn't like to show around to others which displays that she cares about those she feels needs help & loyalty to fellow comrades. She's a well talented Healer bot with a special function to help heal damage on Transformers that's rare & shows she could be a gifted Medical Bot. But she's also a good fighter, & with her feisty attitude, enemies won't know what hit them. Not to mention, her fox tails off her backside in Robot Mode allow her the capability of flight.

 **Note:** Now for everyone to follow up, Volpex here can be picture to be like Nia from Xenoblade Chronicles 2. She closely resembles something of a fox-girl & is apart of a living weapon species from the game: but with a little Transformer makeover. So while the Robot Mode version is a good touch, it was tricky to find such a character to be a Fox Transformer we can picture (especially fox female characters). Then I realized, what about the number of 'tails' that would make the fox unique, which made me think about Tails from Sonic The Hedgehog & the Nine-Tails from Naruto. So after much careful planning, I decided to make a Fox Transformer that's a Fuzor closer to the Pokemon – Ninetales (the Alola Version), but slightly different. (Also, the name is somewhat similar to when one says Vulpix from Pokemon series, but just done differently. Think of the Volpex Wagon)

 **VISION-KING OC**

 **2nd)**

 **Name: Volga**

 **Function: Predacon**

 **Transmutation: Fuzor**

 **Beast Mode:** A large creature about the size of an elephant, only this one appeared to be more of a red serpent. A red snake with crescent upward scales from the top side, along with some black scale mark pattern line. However, one major difference was that it had…HORNS & WINGS! From the back were feathered-scale wings, & from the stomach area, had two three-nail talon claws, a drag-lock of yellow feathers from the back head acting like wild flow hair. Another major difference was evidence of a dark-gray shape horn-lark kind of bird species on the serpent's front face almost looking like a mask while only it's emerald eyes were seen. It was truly a large & dangerous creature that nearly resembles Quetzalcoatl of half serpent & half horn bird to be rolled into one.

 **Robot Mode:** Transforms into a large physically built middle-age male warrior with dark exoskeleton frame. He retains much of his Beast Mode in Robot Mode. The long serpent tail reverts to change into two legs with scale boot & knee armor pads. The main body converts into a bulk chest while his Beast Mode's arms are armor & keeps the talon claw limbs as his hands. The serpent head sank down before it became apart of the horn helmet frame which inside showed a dark metallic face with silver warrior marks around the emerald optic eyes.

 **Arsenal:** A Flame-Style Spear attach to a bronze pole with a metallic claw at the bottom, the left claw changes into some sonic cannon, & carries around pyro blaster which can fire strong quick shots or adjust to become a flamethrower.

 **Bio:** Upon coming online, Volga is seen to be a warrior who's only desire is to fight worthy opponents. His abilities show that he favors swift, brutal power over finesse. He carries with him his Flame Spear, displaying his skill as a spear wielder. He relies on powerful attacks to devastate his enemies. While he shows he is a foe that relies of brutality & strength, behind that, he conceals that of a noble knight: his only flaw is seeking to fight on the battlefield which leads to him ignoring his common sense.

 **Note:** Now this guy's image we can picture two things because the character is base on a Boss from Legend Of Zelda series: Volvagia. One is his Beast Mode which is similar to Volvagia's dragon form from Zelda: Ocarina Of Time. Now in his Robot Mode, gives a little metallic feature & we got Volga from Zelda's game: Hyrule Warriors.

* * *

Wow, this chapter had some good perks & a few new surprises such as adding bots from the comics (& OCs) to the picture. Next chapter up, the Maximals are struggling against the overwhelming numbers & firepower of the Predacons. And soon our heroes make a last stand by the Maximal Base, but when the dust clears, & dawn rises, it may seem like the end when the villains prepare to finish off their foes & obtain the spoils of war as their prize. But what happens when without warning, a miracle may appear & turn the tide with the return of 'someone' thought gone? And add to that, another unexpected miracle to appear & display the true value of who they are. So many things, all I can say is… " _Well That's Just Prime…?_ " So stay tune to find out more…


	3. Chapter 03: Coming Of The Fuzors, Part 2

Greetings to many fans, here's the next chapter within Season Two many have been looking forward to seeing. It's an early gift before the 4th of July, because of all the 'firework' show we'll get to be seeing. There will be a few surprises here & there, so be ready to ENVISION what to expect. The thrills, the drama, the near suspense, you won't be able to take your eyes off it. So enjoy…

Also to fellow reviewers, I've seen your OCs request. Don't worry, after some work & time, they will appear in future chapters of this story. So look extra forward to that.

* * *

 **Chapter 03: Coming Of The Fuzors – Part 2**

Now at this moment, the Predacons were firing their weapons off first, Megatron's grappler tail blast, Inferno's missiles, Tarantulas even fired from a disc-type weaponry. Cheetor fired an emerald blast from his hands put together for the metal cheetah head, Dinobot was firing off a rifle gun blaster on hand, & Rattrap fired his blaster. Followed by the other Maximals firing off their own respective weapons & even Grimlock using a new range weapon in hand. Ulrich, William & Yumi provided cover for the Maximals behind the boulder with some loan blaster weapons while Aelita & Odd provided air support fire with Laser Arrows & Energy Fields. On the other side, Quickstrike fired his poisonous ray, & Silverbolt fires his edge feather missiles. After that, the other Predacons & new Fuzors unleashed their attacks some seem stronger because of their size. And soon it was back around to the rest. And the camera was slipping around each side firing their weapons, blast shots, missiles, etc. All things were traveling across the open field, as they were about to reach their target & then…

"BOOM-BOOM, KABOOMFruvhmm…." Multiple explosions all happened from the many impacts of the attacks, & it was quite earthshaking.

"WAAAugh-AAAhhh….AAAAAhhhh!/GRRAARRUYYghhhh!/Woooooooaaahhhhh!/AAAAAaaahhhhhh!" Now we see that the Maximals were seen being knocked backwards across from the huge explosions, as everything was in slow motion while Cheetor, Dinobot, Mach Kick, Aquarius, & Jackrabbit were screaming the whole time. Before anyone knew it, they were all flown backwards to fall behind the same boulder area of where they hid for cover.

"Watch out!" Ulrich alerted as he, Yumi & William ran, but too late…

"GuuuagH!" The first to hit ground was Cheetor who touched ground belly first.

"GUUAayghh!" Dinobot landed on top of Cheetor with a heavy grunt sound.

"WRAaaugh!" Grizzly-1 then landed beside the bots on his backside.

"AArrrugh!" B'Boom landed on top of Grizzly-1 with a yelp.

"Goough!" Mach Kick later landed horizontally on B'Boom with a hard groan.

"GUuarrrgh!" Leo soon crashed on his side against the ground.

"Oooffhh!" Bonecrusher landed on his backside before tipping backwards to land on his front.

"Guuyaugh!" Armordillo fell into a roll before stopping.

"Gooofuvhm…" K-9 crashed against Armordillo upon impact.

"Guuuaaah!" Drifter also bash against K-9 by mistake from the earlier falling.

"Woooah…GUUoogh!?" Grimlock landed far across from the others with the loudest impact for being a big bot.

"Waaaugh…Gooh!/Uuuagh!/AAaugh!" Aquaras, Jackrabbit & Lynxa landed hard on top of Grimlock.

"Gooouagh!" Lastly was Rattrap who landed right on top of Dinobot; much to his rotten luck of a soft landing pad. "Geh-huch-Huuooch…" Rattrap was coughing a bit while trying to kick off whatever was in the way, but…

"GRrrrr…." Dinobot turn his head over to look at the rodent from not like being hit by Rattrap when they are down.

"Ehhhhh!?" Rattrap yelped from seeing this, & then… "POWfruvhmm…" Dinobot smacked Rattrap off of him without warning. "CLUPvhvm…./GWwough!" Rattrap yelped from hitting the backside of the boulder spot, before getting his bearings. "Oh Man! Ah, in times like this, I REALLY miss the Boss Monkey?" He slapped his left hand to his forehead to complain in wishing Optimus Primal was here, they could sure use some guidance around now.

"Join the club! Eh!" Jackrabbit got off of Grimlock followed by Aquarius in wishing Optimus was around at this crucial time.

"William, a little help if you would?" Lynxa asked in liking some assistance from the human teen nearby.

"Um, okay?" William was puzzled as he helped Lynxa down from Grimlock before the big bot stood lightly up.

"Ugh….it seems we slightly underestimated the new bots?" Aquarius moans to say this as many were seen getting up at their own paste.

"Hmmm…with two larger size Transformers, they now have more stronger fire power then us?" Leo was in deep thought about the new Fuzors on the Pred's side, their fire power is expected for larger size bots.

"Ugh boy, that doesn't sound all too good?" Mach Kick groans in getting himself together to hear, the enemy has too much fire power.

"Ugh, what now?" Grimlock asked in what they do next here.

"Ugh…I'll fly ahead with Odd & Aelita & get the drop on them." Cheetor was slowly getting up to suggest what help will some support cover for them.

"Ehhh, an excellent flanking maneuver." Dinobot exclaimed in helping Cheetor up from hearing the cadet make a suggestion they can utilize against the overwhelming enemies.

"Right, hey Odd! Aelita! You both good up there?" Armordillo called up to those above that were keeping an eye on the enemy while providing some cover fire.

"Never better! The Preds aren't shooting me so long as Aelita's with me!" Odd issued off to say as he & Aelita kept the enemy from firing at what they wanna secure the most; the Key.

"Then now's the perfect chance, Spots will join in air-raiding the enemy when they least expect it!" Grizzly-1 issued off in seeing the perfect chance to dive bomb on the Preds.

"Alright, then lets go." Cheetor issued off in gearing himself to fly over to drop in on the enemy.

"Yeah…" Rattrap was heard replying off to say about Cheetor's plan. "Which is one tinsey little problem?" Rattrap remotely spoke off to grab a little rock to clutch in his hand, as he tossed it upwards.

"Pow-pow, pow-powvhm…" There were a few shots from the Predacons that didn't hit the target as it went up for a bit; but when it stopped. "Thou-thou-thou-thou-thou-thouvhmm…" Without warning, multiple shots from the enemies managed to impact to scratch off & break the rock bit by bit. Then as the rock finally fell onto the ground, did everyone see what happened to a rock the size of a palm shrank into the size of a pebble.

"HUGH!/Ehh?" Cheetor & Rattrap gasped in shock & confuse while they along with Dinobot & the other Maximals went wide-eye. If any Maximal goes out, they'll end up reduced to…well, to bit size bits!

"It appears the rock has become smaller then what we anticipated." Drifter pointed out, how much smaller the rock thrown got when it was being shot at.

"Great, anyone that goes out there will end up in pieces." Ulrich rolled the eyes in seeing what will happen to Cheetor if he goes.

"Well…a bot can hope, can he not?" Dinobot lightly spoke off to say that maybe Cheetor 'might' be able to pull through such an impossible round of shots.

"HEEEEY!" Cheetor got up close to Dinobot in asking him to risk his metal skin to be reduced to nothing on a suicide attempt.

"The last thing we need is Cheetor becoming Swiss Cheese." Yumi protest of allowing Cheetor to end up like the rock, only this time, with a lot of holes.

"POwwfruvhmmm…/Grrr…" While Dinobot was growling against the angry remarks about letting Cheetor get blasted, a loud missile shot was heard firing. "BOOMfruvhmmm…" Then a large explosion shook the Maximals hiding spot, knowing that they are still under attack when it rain rumble over their heads.

"Ugh….there is no time to argue, we must keep our ground un-phased by the enemy!" B'Boom proclaimed forth with a burning warrior spirit to not fall back.

"For how long, as it appears the problems are rising." Wolfang issued off in noticing the battle continued while they hid under cover.

"Powfruvhm-Powfruvhmmm…/Bang-Bang-Bang-Bang…." Soon without delay, the Maximals tried to attack from a safe cover with long-range assault tactics; blasters & etc. "POWfruvhm-POWFruvhmm, PRUshvm…./POOFruvhmmm…" The Maximals were trying to keep the enemies at bay, but the numbers & sheer firepower the Predacons were using made things harder.

Then from around the corner, Tarantulas was in Vehicle Mode followed by Waspinator & the other Predacons that followed after. As they transform upon arriving near the next sight of the battle to side with the Predacons: the Maximals had retreated back & now they have begun to approach.

"Excellent! Reinforcements have arrived." Megatron exclaimed off in looking at his troops that have joined up with them. "Prepare for a Full Attack!" Megatron declared that they shall unleash a wide-spread of attacks to finish the targets.

All of the Predacons were locking their weapons on the only cover the Maximals hid behind, this looked like the end...

"What!?" Silverbolt interrupts the moment at this time to sound…disturbed.

"Hugh!/Hugh?" Waspinator, Tarantulas, & many of the other Predacons except for the new Fuzors responded puzzle in hearing someone…disagree on their Full Attack option.

"We out number them two to one? Almost three to one in fact?" Silverbolt exclaimed in motioning how they have more numbers then the Maximals do.

"Yes." Megatron replied to what Silverbolt stated of the true option, as he continued to listen in.

"We have TWICE their firepower! Even with Volga & Torca's weapons over weights their own." Silverbolt narrow his eyes in stating how they have greater fire power then the Maximals do from having more numbers on their side.

"YeeEESSsshh!" Megatron replied again to Silverbolt's statement, only getting annoyed. What's the point of this conversation of them having the advantage.

"We-We should give them a chance to surrender?" Silverbolt finished off in stating the ideal motion about giving those a chance to give up before it's too late. "They can't withstand this much, let us negotiate to have them turn over the Key without further casualties? After all, the Maximals are endangering children in this?" The noble Fuzor exclaimed in seeing they just want the Key, if they press further, the Maximals & humans will not survive.

"Uahmmmmuuhhh!" Megatron crossed his arms, as he tried to rethink this option for a few moments as Silverbolt awaited what his leader thinks before quickly giving the answer. "Nohh!/Gruvhm…GAUPOVvhmm…" As he said this, Megatron swung his spear weapon back towards Silverbolt.

"Goou-AAauphhh!" Silverbolt was knocked across the area with his feathered knocked off a bit. "Tupvhmm…/UUaugh?" There he bashed against another rocky boulder from being dazed a bit from being rough handled; but it got worse when Megatron approached him.

"Question my command again! And I will tear you limb from mis-match limb! Fuzor!" Megatron lowered his face to give a threatening lecture that made Silverbolt held up his wings for defensively purpose from having upset his 'leader' for insubordination. "I wish for the enemy be destroyed, quickly & without mercy!" As he was gloating off this topic, his troops were saluting or awaiting patiently to not get in the way of this debate. "The only thing that will be left unharmed, is the Key alone."

"Oh really, then why in daff's name is she aiding them? Seems ta me she pick to side with them?" Volpex raised an eyebrow to approach Silverbolt to help heal him while questioning why the Key was aiding the other side. "Grip!/Ugh!?" Then Megatron's tail grappler gripped her hands that were together & lifted her up to be brought to his upset face.

"I be careful in speaking to question your leader, Miss Healer? Or otherwise, the next one you will start healing will be yourself. Understood?" Megatron coldly stated in giving a firm reminder, that anyone that questions him, will end up in a sorry state.

"Gooough!?" Volpex yelped from feeling Megatron let her go, fearing she almost lost a limb there for a second.

"The Key is a tool, & whoever acquires it, will gain much greater power over the other. The Maximals may have it, but they do not know it's potential. So follow my orders unless you wish to enquire my wrath." Megatron explained this forth as the other Preds remain quiet during the whole thing. "And would anyone else like to…object!?" Then Megatron held his left hand in about to thrash anyone else to make a dry remark if they have something to say about this, which all the other Preds shook their heads 'no', they didn't wanna anger Megatron to face his wrath

"Well, I…" As Quickstrike was speaking, Megatron's grappler grabbed around his neck. "Riimpphh!/GWUUuaughh!?" This was cutting him off from finishing his sentence while Quickstrike felt a choke in his throat; as he was brought up to the villain's face for questioning.

"Y-e-e-s-s-s!" Megatron said with a hint of a venomous tone, like he would destroy 'someone' who dear speak after he made his 'clear' point just now.

"Uhm, well…does it all have to be quick?!" Quickstrike said while not being all that effected by the grip. "Ugh, cause once we cripple them, I kinda enjoy their….'Suffering', for a while?" Quickstrike issued this off to say this while on the 'suffering' part, his body shivered in all goosebumps acts of wanting to torture the enemies a little longer.

"Sheesh, that one has a screw loose?" Bantor raised an eyebrow in thinking that was just too weird to take in.

"Yet Megatron does not seem…discourage by the idea?" Sky Shadow pointed off in noticing what was going on with Quickstrike & Megatron's discussion.

"Trisvhmm…/GWWuagh?" Then at that moment, Quickstrike was let go by Megatron's tail grappler who showed…a smile on this bot's thought.

"I like how you think, Quickstrike!" Megatron said with a surprise smile at the short Fuzor in how he's thinking like a Predacon. "But business before pleasure." Megatron gently issued off that they finish the business at hand first before having any pleasure afterwards. "Spread Out! And keep them pin!" He held out his grappler spear weapon in demanding that they spread their forces to keep the targets pin down.

"Powfruvhm-Powfruvchm-Powfruvhmm…" Without warning, the Predacons were continuing to fire on where the Maximals were still pin down; things were looking quite hard at this time.

* * *

 **MEANWHILE**

 **AT THE MAXIMAL BASE?**

The scene cuts over to a strange location within the Maximal Base. As there was a lonely Stasis Pod that had a 'Blank' Protoform inside without a Spark. But it was connected by some wires that were glowing in a light purple kind of color. The tray of glowing wires from the pod were seen leading from it, towards the Command Center where Rhinox was still in a subconscious-state as his body moved on impulses. The only ones there were just Dive-Bomb & Longrack, followed by Jeremie, Sissi & Artemis.

"Okay, does anyone even know why Rhinox is doing this?" Sissi asked in wondering why the Maximal Scientist was doing such a thing.

"I'm as unfortunate in understanding this as you are?" Artemis shook her head in not knowing the answer.

"Yet Rhinox has a Stasis Pod that's a blank hooked up, but why?" Jeremie raised an eyebrow in pondering the question; why connect a blank Protoform to this strange device that separates one's consciousness.

"Unfortunately, he didn't have time to explain, just told us to trust in what he's doing." Longrack shook his head off in stating they are as lost as the humans & gynoid are.

"Sentinel, give me a report. What is Rhinox's state thus far?" Dive-Bomb asked the system for a report readout on Rhinox's condition.

" _Second Warning: Unit Rhinox's Core Consciousness Grows Dangerously Distant._ " Sentinel's computer voice issued off to warn about Rhinox's situation. " _Chances Of Return…Decreasing…_ " The computer system issued this off as the scene changes to two streams of light purple light-rays flowing into the night sky. None knew it, but it was piercing a subject, as if tearing through something that wasn't there; within Trans-Warp Space…

Now the scene shows us Rhinox's spiritual head, as it was traveling through a stream of virtual digital space, as it glowed the same light-purple stuff; Rhinox was seeking something within this void maze.

* * *

 **MEANWHILE, BACK AT THE FIGHT…**

Back on the battlefield, the Maximal side was still firing their attacks off as Tarantulas took cover. "Pow-pow-powfruvhm…." Then from his shoulder pads, he fired off four missiles at the targets.

"Hurry Witch." Tarantulas leans down to speak off to someone not by comlink. "This cannot keep Megatron occupied forever?" He remarked off about this battle was only to occupy Megatron's attention from what else is going on.

* * *

 **BACK AT THE PREDACON BASE**

" _What is taking so long?_ " Tarantulas' voice was heard echoing as the scene reveals in the Pred Base, Blackarachnia was searching through a compartment & throwing out a bunch of stuff.

"Trissvhmmm…/Guuagh-Ugh…Guuuagh!?" Blackarachnia yelped from feeling Tarantulas' pyschi-link taking hold, which caused her to bump her head on the compartment hatch ceiling. "Uuugh…Wuuuuagh!?" She signed in annoyance at how Tarantulas is manipulating her even when he's no longer in her mind. "Well if you told me what we're 'suppose' to be looking for?" Blackarachnia snapped off to say in throwing more stored stuff onto the ground.

There were tons of stuff that was just left unattended that Blackarachnia tossed out of the compartment. Most were weapons from crossbows, missiles, spike balls, others were books, medical kits, a trophy cup, an air-football, a statue head of Starscream, a toy air plane, even a…RUBBER DUCKY!?

"Trispvhm…" Then Blackarachnia's eyes glowed emerald after she grabbed the ruby ducky by the neck as it made a squeaky sound. " _The Golden Discs!_ " Tarantulas' voice was heard as he manipulated the she-spider's body to where she let go of the rubber ducky.

"Trispvhmmm…/UUuuaugh!?" Blackarachnia yelped from regaining control again after being told; what Tarantulas was plotting while Megatron was busy. "Dinobot Took Them!" Blackarachnia issued off to say in looking at where Dinobot blow a hole in area when the Ex-Pred stole the two golden discs from them.

"Trisvhmm…/ _Fool! Megatron would have made a Back-Up Copy Of both the discs & even on the Key.._" Tarantulas' voice was heard in taking over Blackarachnia in the emerald eye look; explaining a topic to knowing what Megatron would have done. " _Aahhhh!_ " Then he sounded intrigued because near a busted tech vault across the room, perked Tarantulas' interest.

"Yes….he stored it in his private records!" Blackarachnia regain control in learning where Megatron would keep a back up copy of the Golden Discs.

Blackarachnia tap on the button, causing the vault door to open up & displayed a flip console board & three screens. Course from Dinobot's early blasting event, half the left side was busted, damaged, & the left to center monitor was broken. Sparks occurred in proving that if one's not careful, the records codes may break down & be lost before they can be recovered.

"Ugh…/ _GYAAaughhh!_ " Blackarachnia groans as Tarantulas took over with the emerald eyes to sound in disappointment.

* * *

 **BACK ON THE BATTEFIELD**

"Quickly! See if any of the data can be recovered?" Tarantulas exclaimed off from where he is; ordering Blackarachnia to retrieve the data from the broken records device.

Now Tarantulas continued to fire off attacks from his new disc mounted blaster while he dodge another shot from the Maximals. However, Megatron noticed such actions to see them as…suspicious behavior.

"To 'Whom' is that underhanded arachnid speaking?" Megatron questioned off in noticing that Tarantulas seem to be…having a private communication with someone. "I detect no radio transmissions?" He issued off with more suspicion; he would detect a radio transmission if they used the same com-link frequency; so how was Tarantulas doing that, & a better question…with whom & why?

"These Maximals are Fools!?" Silverbolt exclaimed off in seeing the battle's outcome yet the Maximals still want to continue against the odds which in turn, earn Megatron's attention notice.

"Yes! Fools that dare to go against me – BUZZCLAW!" Buzzclaw proclaimed out loudly & senselessly over the whole thing.

"Clearly they cannot help but be what they are." Injector remarked off that the Maximals are just born fools.

"No, I've studied the battle, & noticed something odd?" Silverbolt shook his head in stating something was off.

"Something odd?" Air Hammer raised an eyebrow in thinking that…raises some questions.

"Powvhm-PowvhmPowvhm…/PRsiuhvm-PRsuvhm..." Waspinator, Tarantulas, Inferno, Quickstrike, all of the Predacons continued to fire their respective weapons. All to flush the targets out of their boulder cover spot. "BOOM-BOOM, BAMFruvhmm…" Many heavy explosions occurred around the sight, yet the Maximals did not fallback nor the human children or Odd & Aelita in the air. "Pow-Pow-Powvhmm…/Prush-Prush…/Bang-Bang-Bang…" Rattrap, Cheetor & Dinobot continued to attack behind cover without giving up their position.

"We flank their position? They should retreat…but still they fight?" Silverbolt was completely puzzled to state these things before Megatron; why are the Maximals refusing to retreat when it seems hopeless.

"Hugh, maybe cause we're just too darn good?" Noctorro shrug off in being more to fighting then thinking about such matters.

"Or maybe that last explosion knock their circuits loose?" Terragator shrug off to comically state they racked off some function brain circuits when they knock the Maximals off balance earlier.

"Honestly, I can't tell which side are the bigger fools? The enemy or the company around here?" Volpex signed to shake her head in having to deal with such fool-hardy company.

"Even so, the Maximals patterns just seem foolish against a hopeless situation?" Silverbolt narrow his eyes in seeing the Maximals are on a fools errand with no way to win if they don't retreat.

"Ah, the Maximals are many things…but 'Fools'…they are not?" Megatron exclaimed off to eagerly state this on Silverbolt's words, as he stares off ahead of those that despite petty efforts; the Maximals are not as foolish as one believes.

At this moment, Megatron was viewing things from his optic scans to zoom in. Spotting the struggling Maximals & the human children trying to fight back with all they can muster. But beyond their position, furthest from them…a strange light purple flow of energy is seen overflowing upwards beyond the mountain range: reach leads directly towards on location he Predacons know what lies ahead.

"They're trying to prevent us from reaching their Base?!" Megatron issued off in learning of what the Maximals are trying to do, keep the Predacons from reaching the final location of the Maximal stronghold. "Waspinator, Buzzclaw, Air Hammer, Silverbolt, take to the air & circle wide." Megatron gave these orders as Waspinator, Buzzclaw, Air Hammer, & Silverbolt transform to Beast Mode to take to the air. "Converge on the Maximal Base…And Hurry!" Megatron's last orders made it clear, for those to attack the base without delay.

"But what about their air support? The Key will stop them?" Torca asked in seeing Aelita & Odd will stop their approach, & they cannot harm the pink haired girl cause she's the Key.

"No, I have a better plan." Megatron smiled with a sneaky idea in mind. "Volga, distract the feline on the board. And Air Hammer, grab the Key when she's distracted & don't let go until we arrive!" Megatron gave orders out to the other bots here to carry out to divide & conquer.

Without warning, the Predacon fliers flew over the small number of fired shots from the Maximals ground location.

"HRUUAaygh!/Frusvhmmm…" Volga suddenly was seen holding a Flame Spear in his right hand, before throwing it off like a javelin straight towards Odd's area in the air.

"Hugh! Shield!" Odd yelped in seeing what was coming, & put up his shield function, but… "POWFruvhmm…./GUuuuaugh…." The shield wasn't finished & broke through that it knock Odd off his Overboard to fall.

"Odd!" Aelita cried out from ceasing her attacks to stare at her falling cousin.

"CRASHpowvhmm…" Odd crashed against the dirt behind the Maximals, as everyone saw an ally was down.

"Odd, you okay?" Yumi approached to check if their friend was alright.

"Ugh…sure, just thought I…drop in?" Odd groans to push himself up while slightly aching from the painful impact.

"If he can crack jokes, then surviving a fall from that height wasn't too bad." Ulrich rolled his eyes in seeing how Odd managed to handle himself.

"Watch out! Incoming!" William alerted in seeing more enemies coming at them.

From that distraction after Odd's falling case, the Predacon fliers of Waspinator, Buzzclaw & Silverbolt got pass the Maximals defense by surprising them with a dive & flew away from them.

"Uh oh!?" Cheetor yelped in seeing that some foes made it pass their defense line.

"Oh boy, I think we messed up?" Razorbeast yelped with worry, that isn't good.

"Worse then that!?" K-9 issued off in seeing something much worse occurring.

"Gyyuuaaghhh!" Aelita's screams were heard when everyone looked up to notice, that Air Hammer had used his talons to grab the pink haired girl's arms to fly off after the other Preds.

"Aelita!?" Jackrabbit yelled out as she & the other human children gasped that Aelita was taken.

"Oh no! We were so distracted, the enemy slip through & caught her!" Bonecrusher yelped in realizing they just let the enemy snatch Aelita when they got distracted.

"And they're all heading for the Axelon." Aquarius pointed off that the enemy fliers have taken Aelita to go to where the base is.

"Nrruruagh….Megatron has deduced our strategy." Dinobot snarled off to state that Megatron learn of what they were trying to do; keep the enemy from going to their base. "Such as it was." He remotely exclaimed that eventually, the enemy would have learn of such a ploy in due time.

"It wasn't much of a strategy as it was only a distraction effort." Lynxa shrug off in stating they could only fool the enemy for so long before they figured things out.

"Yeah. Well now we need a new one? And Pronto!" Rattrap issued off to say this in becoming very concern now about the situation. "If those fliers make it to the base before we do? And with Aelita in toll." Rattrap pointed this off to the others to follow where the Preds are heading. "Then not only are our pals in danger, but if they damage the base….then Rhinox is one…dead…battery?" Rattrap's voice carried off in what everyone saw, if the enemy fliers reach the Maximal base, then disaster will fall which includes, the lost of Rhinox's life.

A flash of lightning is seen within the sky, as everything faded out on the suspense of horrors about to unfold.

* * *

 **BACK AT THE MAXIMAL BASE…?**

The scene changes to where we see the outskirts of the Maximal Base, as the same light purple twirling rays were still shooting upwards into the night sky. Within the base, Rhinox was still seen with his body lying in position, as the arms moved while the energy flow still continued onwards & upwards. Dive-Bomb & Longrack continued to keep track of Rhinox's health while Sissi, Artemis & Jeremie tried to make sure the base's defenses were gonna be operational when it's needed.

"Systems are now 90 percent operational & rising." Longrack reported the case that they got a good amount of the base's power up & running; thanks to the kids help.

"Computer, status report on Rhinox's condition?" Dive-Bomb turn his attention to his fellow Maximal, fearing what the answer will again be.

" _Unit Rhinox's Core Consciousness…Fading…_ " Sentinel's voice was heard giving another warning that makes it sound like Rhinox's consciousness is still fading. Rhinox's head was seen shifting, as the eyes were off, but something was still going on.

"No changes, hugh?" Jeremie stated in having heard what Sentinel reported. "Hugh…I thought as much." He signed with heavy regret that Rhinox was still endangering himself.

"Oh, what could he be possibly be doing that requires such a risk?" Sissi signs in feeling this is getting to much to bear.

"Whatever it is, we'll just hope Rhinox can come back to us." Artemis exclaimed in wishing their friend make it back, wherever his mind is right now.

Elsewhere within a digital void realm, we see Rhinox's glowing head form, as it was traveling at a vast paste

" _Time's…running out…_ " Rhinox's spiritual head issued off as he was continuing his path when knowing about the situation. " _But it's gotta…be here…in…?_ " He issued off to say this in continuing forth to try to find something within this place. " _The other side of the Matrix?_ " Rhinox's voice issued off to state in trying to find something within a location only known to Transformer species.

Rhinox's spiritual self continues traveling at a vast light speed across the digital space before entering what seems like an open white realm….before everything flashed out.

* * *

 **BACK IN THE REAL WORLD…**

 **THE BATTLE CONTINUES…?**

Above the night start skies, Waspinator, Buzzclaw & Silverbolt were flying further ahead of the Maximals hold up spot for cover, followed by Air Hammer gripping Aelita's arms as they went directly ahead for the Axelon base. Anyone could tell that trouble would happen if they don't stop the enemy from reaching the Maximal Base.

"We gotta stop them from reaching the base." Cheetor issued off in knowing they can't let the enemy reach their base by any means. "Not to mention, rescue Aelita as well." He issued off the other thing that needs to be done, saving a friend.

"Ehh, your department Sky-Cat!" Rattrap pointed this off that Cheetor was one of the only bots in their group that could fly. "Fire up! And have the kids follow you on their Over-Vehicle things with yah. We'll be right behind you." He issued off for Cheetor to get ready along with another thing to be mention while the rest will follow behind on the ground.

"Counting Ulrich, Yumi & Odd, that's three Over-Vehicles, question remains how many can we fit?" William pointed off that the only things that can fly are the Over-Vehicles, but how much can they hold remains.

"Two for Ulrich & Odd, about three on my own." Yumi pointed out how much extras they can each have on their respected Over-Vehicles.

"It's safer if we each keep our numbers low with those light in weight to ride along. But seeing William doesn't have one, he can ride with one of us." Ulrich stated to make this suggestion while knowing the only one of the group without an Over-Vehicle, can ride with one of them.

"Here's what I suggest: Aquarius with Ulrich, William & Lynxa with Yumi, & Jackrabbit with Odd. The rest of us with faster Beast Modes will allow another to ride on them while acting as the attacker against Predcaon attackers." Leo explained the basic steps in planning what to do, allow certain bots to aid the children while the rest play roles of animal transportation & riders.

"Sounds about as much as we'll go on." Snarl replied off in seeing at this rate, they'll need to be fast & well arm against attacking foes.

"Then lets get to covering!" Mach Kick issued forth in gearing up for a wild ride.

"Problem. My weapon is depleted?" Dinobot was checking his long rifle gun in stating that he was low on ammo; providing cover fire will not be easy without it.

"Mhmm…Grimlock's weapon running low too?" Grimlock stated to say in seeing his new range weapon running out too; & he wasn't the only Maximal short on fire power.

"Curses, I must have overlooked a day's worth of ammunition." B'Boom cursed in failing to take into such an account; after Optimus' demise, he must have let it slide. "For anyone that's short, I have some spares, but it should cover up." He quickly was providing what little he can offer to help keep them going.

"Not nearly enough I'm afraid to say to provide much cover." Dinobot shook his head in knowing, they need more ammo if they are going to keep fighting.

"And I need a running start? Otherwise, any of us flying off will be shot down?" Cheetor looked between the group in needing help to get pass the enemy attackers without being shot: that's the real problem there.

"Crimeny….The Per Of Yah!?" Rattrap was sounding like he's about to lose out in getting fed up with this complaining situation. "I Gotta Do…EVERYTHING!?" Rattrap was having had enough that he turn Cheetor around before… "KICKED!/Eeerhhh!" Rattrap KICKED Cheetor upwards into the air without warning.

"GWUUAAaughhh-Ahhh-AAahhhh!" Cheetor was heard yelping as he was then quickly transforming to Beast Mode while under attack which the shots luckily miss. "GRaaugh!/GREEOOWWw!" The metal cat growled before diving downwards now & brought out his jet boosters brought out "POWwfruvhmmm…" Cheetor soar forth now while blasting off at max speed through the night sky.

"Was that REALLY even necessary?" Aquarius raised an eyebrow in feeling that was a bit overkill in kicking Cheetor off like that.

"Well, it got him going, didn't it?" Rattrap shrug off to simply say this as a statement. "Now if you kids don't shake a leg, well, you saw what happened earlier." He issued off to the other human children that if they got something to fly, best take off before he gives them the 'boot' literally.

"Ditto! Time to fly!" Odd issued off in seeing it's best not to experience what Cheetor did.

"Right!" Ulrich, Yumi & William responded in union on that agreement.

After that little matter was done, those on the ground unit left had to act too. First off, Grimlock, Mack Kick, Razorbeast, Bonecrusher, & Leo transform into Beast Modes. Next up, Grizzly-1 & K-9 climbed onto Grimlock, secondly was Armordillo & Wolfang climb onto Bonecrusher, third was Snarl climbed onto Mack Kick, fourth was Drifter climbing onto Razorbeast, & fifthly was B'Boom climbing onto Leo. Third step was Aquarius hoping onto Ulrich's OverBike, William & Lynxa got aboard with Yumi on the OverWing, & Odd re-summoned his OverBoard to hop on again with Jackrabbit accompanying him. Lastly, Rattrap quickly transform to his Beast Mode before shifting to his Vehicle Mode which his exhaust pipes were burning off to burn rubber.

"As for you? Hop on!" Rattrap turn off towards Dinobot to climb aboard & ride the vehicle rat.

"Nrururuaaaughh…." Dinobot suddenly shivered all over at the thought of taking a ride…on the hateful metal rodent.

"Aw would you quit your belly-aching & do it!" Grizzly-1 remarked off in seeing Dinobot wasn't too thrilled about riding on Rattrap.

"Eh, I know what Dinobot's thinking, but having experienced riding a motorized rat, isn't all bad." Jackrabbit shrug off to simply state about how when she rode Rattrap, wasn't too bad.

"Gee, I don'tknow weather that was a compliment or sarcasm?" Rattrap rolled his eyes in not knowing how to contradict the comment the rabbit girl gave him as a praise or an insult.

"I suggest we talk later, & move onwards." Drifter spoke forth this suggestion, & everyone had to agree…it was the wiser choice.

Back with the Predacon fliers, we see Waspinator, Buzzclaw & Silverbolt continuing their course in heading straight for the Maximal Base. Air Hammer was behind them while restraining Aelita to keep her from escaping or firing any Energy Fields at them.

"Oooohhh…Wazzpinator izz in Command!" Waspinator buzzed around in sounding so excited by what task he was given. "And…Wazzpinator will lead! Ye-ez-z-z-z…" Waspinator spoke off in the third person in liking his newfound position of command very nice.

While Waspinator lead on while speaking to himself, Silverbolt simply followed along the one that was in command.

"Well…since your the one who knows the way?" Silverbolt exclaimed in knowing that only Waspinator knows, where the Maximal Base is as he does not. "Go ahead…lead on." He waved off a left talon paw in stating he'll let the wasp lead him to where they are going.

Course during this action, Waspinator makes a sudden halting in his flying track that sounds like someone stopping on 'screeching' car brakes. Course the same thing happened with Silverbolt, but he bump against while making a car 'crash' sound that knock Waspinator flying off from the sudden stop motion. Waspinator was seen regaining himself from that bump tackle to turn to face the Fuzor.

"Humph! You not tell Wazzpinator what to do." Waspinator had his insect hands on himself in being firm in debating this discussion. "Wazzpinator in command." Waspinator issued that he's in charge, so this new guy doesn't tell him what to do.

"Okay, fine?" Silverbolt lightly shrug off his arms in agreeing lightly to this oddball of discussion. "What is your…command." He then made a salute off with his left talon in what was the wasp bot's command for them.

"Doggy Bot follow Wazzpinator." Waspinator simply stated this off in what the Fuzor is to do. "Wazzpinator will lead." After having said that, Waspinator begins to fly off ahead now.

"HRrruuaagh?" Silverbolt slaps his left talon on his forehead to sign; this Waspinator character is quite a 'bug brain' to get through it seems before shaking it off.

"Urgh…Nrruagh…Gaaugh!" Aelita was seen within Air Hammer's talon grip as he was in the rear of the others.

"Struggle all you like, you're not going anywhere!" Buzzclaw flew back to remark this off to the pink haired girl.

"Please cease your struggles to get free Miss Key." Air Hammer insisted that the girl not continue to resist.

"My Name…is Aelita!" Aelita protest in stating what her name is.

"I wouldn't talk back to us if I were you? After all, us Fuzors might just surprise you?" Buzzclaw issued off with a threatening tone as he was about to attack when…

"Buzzclaw, cease yourself. You know what Megatron said; the Key is to be unharmed, or would you rather take it up with him?" Silverbolt cuts in to stop Buzzclaw from hurting Aelita, less he suffers the wrath of Megatron.

"Ehh, um…I wasn't gonna harm her….Don't JUDGE Me!" Buzzclaw panicked a bit before zipping away from the others.

"Hugh….it's hard to believe we're on the same side?" Air Hammer signed in seeing the life of a Predacon, is a weird sensation to follow through.

"Miss….I'm sorry if we are being too hard on you, but Megatron said we must retrieve you, for what end, I do not know?" Silverbolt apologize for Buzzclaw's action while stating what they are doing under Megatron's orders.

"Did you ask why I was with the Maximals?" Aelita looked to the bots in stating why she was on the Maximals' side.

"Well, he said the Maximals were using you to fight for them?" Air Hammer stated in what Megatron said to them about Aelita aiding the Maximals.

"No, I'm with them because I choose to be. With them, I feel safe…& free to be my own." Aelita protest to say as much about why she was with the Maximals.

"Safe?...Free?" Air Hammer repeated these words, as if feeling, confliction about what they are doing.

"You two…I sense…your not like the others, but why are you with the Predcaons?" Aelita raised an eyebrow in feeling that, Silverbolt & Air Hammer, were different from other Predacons.

"We…are Predacons, Megatron said so?" Silverbolt exclaimed in what they are suppose to be.

"Is that what you believe? Or what Megatron wants you to believe?" Aelita stated to reason that those here, are not what they think they are, but only on what Megatron told them to be.

"We…I…?" Silverbolt was suddenly so very lost, Aelita's words seem to hold truth, but still…he is a Predacons & where he stands. Right? "Haaaughh!" Then Silverbolt looks to the right side without warning, as he gasped in seeing something…

It was Cheetor, as the metal cat was jetting through at max speed before…he ram tackle underneath Waspinator.

"GRUURRroooooghhh…" Waspinator was heard making a loud yelping noise before looking like a plane leaking steam in going down before making a tiny impact of cloud dust.

"Where'd he come from?" Buzzclaw yelped in seeing this, only to not pay attention to something above him.

"BANZAI!" Without warning, Odd dove down to unleash his Cross Bow attack that blasted the freaky Fuzor downwards.

"GRUUAaauaarrughhh!" Then it was Buzzclaw that was heard making loud noises as he fell spiraling to the ground before impacting as a tiny dust cloud too.

At this moment, Silverbolt was once again trying to force himself to stop in his movement like a screeching car making the sounds of hitting the brakes with Air Hammer doing the same thing. Luckily, Silverbolt & Air Hammer stop just a few inches away from Cheetor & Odd.

"Odd! Jackrabbit!" Aelita sounded pleased to see her cousin & the small Maximal rabbit girl arriving.

"Don't worry princess, we'll get you out of there. But first, these guys gotta catch us!" Odd issued off to tease & taunt before flying off on his OverBoard as Jackrabbit held on tightly.

Then Cheetor made a cheetah sound before he was seen flying off. Silverbolt was seen hanging out his tongue to make an evil predator face, but shrug it off a bit of how to act like a Predacon before following after the bot.

"Silverbolt?" Air Hammer raised an eyebrow in seeing they are giving into the chase.

"Keep up! We don't know what they are planning!" Silverbolt issued off in not knowing what they are being lead to.

"Understood!" Air Hammer nodded before he flew off with Aelita in hold to follow Silverbolt.

And back with Dinobot, he was seen riding on a bumpy ride, which just happens to be Rattrap in his 'Rowdy' Vehicle Mode. Soon the rodent stops in hitting the brakes, as the Ex-Pred riding him gets some adjustments.

"BLlrruaaghh….to THINK that a Warrior must become ah…" Dinobot shivered off in mere revolt disgust in how things are going for him: & for good reason cause he's riding on the hateful vermin Rattrap for transportation needs. "A Rat-Patrol." Dinobot remotely stated as he took out another long-range gun blaster to aim it forward like a front mounted vehicle weapon.

"Eh, you just handle that fire-hose, Fender-Head. And leave the driving ta us!" Rattrap informed the Ex-Pred on his back to handle the attacking while he handles the driving experience.

Then without warning, Rattrap rev's up, as Dinobot held on tight with his legs clutching the metal rat & hands on the weapon. Following their lead were Grizzly-1 & K-9 riding on Grimlock, Armordillo & Wolfang riding on Bonecrusher, Snarl riding Mack Kick, Drifter riding Razorbeast, B'Boom riding Leo. While Aquarius sat with Ulrich on the OverBike, William & Lynxa stood with Yumi on the OverWing. They were roaming off across the field to one destination - The Maximal Base. Of course, the Predacons also noticed the Maximals were falling back now & made a guess to where.

"They're running." Megatron informed his troops before transforming to Beast Mode. "All Predacons Advance." He gave these orders forthwith here to begin pursuit. "Powfruvhmm…." Then Megatron activated his turbine hover fans for take off.

But as the Predacons were making their move, Tarantulas seem to hold the rear for some….strange reason unknown to everyone else.

"We're moving out now. Have you found anything of importance yet?" Tarantulas spoke through the Psychic-Link to Blackarachnia on what's happening & any new progress back at their base.

* * *

 **BACK AT THE PREDACON BASE**

"Most of the recent records have been scrambled." Blackarachnia reported the matter in checking to learn some record records were damaged beyond repair from Dinobot's attack. "There might be some early tracks?" She stated off in trying to figure something out.

While Blackarachnia was typing, on the only monitor left displayed an image of the case holding the two Golden Discs. Then a display of numbers were soon showed of '1' & '0' patterns. And not only that, old data relating to the pod that once contain the Key was displayed too.

" _What is it?_ " Tarantulas' voice was heard in learning something has occurred.

"Ugh…Ugh-ugh!" Blackarachnia yelped as her eyes turn emerald, but he held her pincer hands to block her view: as she was fighting from letting Tarantulas see what she found.

* * *

 **ON THE BATTLEFIELD:**

"Tell me what you found?" Tarantulas remanded to know what the she-spider discovered.

Suddenly loud revving wheel sounds were heard that caught Tarantulas' attention. "Pow-pow-powfruhvm…" Then he started firing off shots from his disk blaster off. "BOOM…BOOM…BOOMvhm…." There were mini explosions happened around the spots of where they missed, Dinobot rode Rattrap in continuing to move off as best they could.

"What Is It!" Tarantulas snapped off in refocusing on the Psychic-Link.

A quick change at Blackarachnia's side, as she held her pincer hands to not allow her eyes to reveal what the link will show Tarantulas.

"No…" Blackarachnia protest to not give what Tarantulas was wanting.

" _Do not resist me witch?_ " Tarantulas voice was heard protesting with the glowing eyes from Blackarachnia. "Let me See!" Back on the battle front, Tarantulas clutch his forehead in demanding to see what it was Blackarachnia found.

"Vrrruvvvmmm…." Rattrap made sharp U-turn around the corner as he & Dinobot rode off in a different direction.

"POwfruvhmm…" Dinobot took aim with his rifle launcher gun to aim while on the move. "Frushvmmm…" But Tarantulas dodge the attack without much worry. "Pow-pow-powfruhvmmm…" Then the creepy spider Pred fired off more of his disk blaster's shots. "Boom-Boom-Boom…." More mini explosions shook around Rattrap & Dinobot's area.

"POWFruvhmm…" Then trying to realign the aim, Dinobot fired the next long range rifle launcher gun off that miss Tarantulas. "BOOM!" But it hit something else above the Predacon, a mounted boulder which was station on a curve path near Tarantulas…

"GWAaughhh!" Tarantulas yelps in spotting something above him before it was moving. "Duh On Noooo!" Tarantulas cried out in bracing himself before…. "SLAMFruvhmm…/GWUUaaugh!?" Tarantulas soon was flatten down like a near pancake. As everything suddenly went dark of all his surroundings.

* * *

 **BACK ON BLACKARACHNIA'S SIDE**

The scene shifts back towards the Pred Base, where it was left unattended with all by one Predacon holding down the fort. But we zoom inside where Blackarachnia was in the room that contain the Golden Discs, having just experienced a lost in the Psychic-Link moments ago.

"Tarantulas?" Blackarachnia called out to someone if she could hear her. "Yo! Legs!?" She called out to await if Tarantulas would reply, but it never came.

That can mean just one thing, & one thing ONLY: while Tarantulas was fighting the Maximals, the link must have been cut off if the operator was down. Which means, the she-spider isn't being controlled.

"Free…" Blackarachnia held up her arms to silently whisper this cheer: she is free from Tarantulas hold on her. "Hugh…for a second anyway?" She signed in letting the good moment pass to think realistically: once Tarantulas is active, he will reactivate the link between them.

But there was still time, she prevented Tarantulas from learning what data was left behind that could be salvage; & now, it's time she plays her own role in things.

"Computer. Download & Triple Encrypt. State!" Blackarachnia typed in a few buttons to give command in what to do with this moment of free will.

Soon the system revealed lens tech devices that glowed white before firing a purple ray beam which was entering Blackarachnia's eyes.

"WHuahahahah-Wahahahah-Hahahahaahh…." Blackarachnia let off a little cackle as her eyes showed green '1' & '0' numbers of code being downloaded into her system.

No mistakes, the she-spider is being crafty to insure what she gets, is her's alone.

* * *

 **AND BACK ON THE BATTLE FRONT**

The scene changes back to what's occurring right at this moment. Rattrap was continuing to drive Dinobot across the field in trying to get a head off. "POwfruvhmmmm…/BAMfruvhmm…." But little did they know, that Inferno was seen flying around the area to fire off a missile launcher off at those on the ground.

"GROOUUARRrrughhhhh!" Megatron lets off a metal T-Rex roar, as he transforms into Robot Mode, & used his hover function from on his back to fly. "Prushvm-Prsuvhmm…/BAMfruvhm-BAMFruvhm…" Megatron aim his weapon to hit the targets on the ground still trying to evade.

"WRAARRAUUARRRrughhhh!" Dinobot lets off a wailing war cry when the attacks missed, but almost got them.

"POWFruvhm-POWFruvhmm…/BAMFruvhm-BAMFruvhm…." Inferno continued to fire more missile shots that exploded near Dinboot & Rattrap trying to escape being hit.

"PRsuvhm-PRsuvhm….BAM-BAMFruvhm…" Megatron continued to unleash more tail grapler shots that exploded near the ground unit.

"WRRAAUUROOoooorrrgh!" Dinobot lets off a wailing yelp as he was just holding onto the wild ride of them escaping all the blasting from the air.

"Hehe-Hehehahah…./Prushvm-Prsuvhm, Prushvm…" Megatron lets off an evil cackle in firing his shots at targets.

"WAH-HAH, HAH-HAH-HAH-HAH…./Pow-pow-pow-powfruvhm…." Inferno was letting off mad laughter while firing his missiles off.

"Boom-Boom…./WAAAhh-AAahhh, AAahhh!" All the explosions was making Rattrap very uncomfy to yelp from not getting hit while riding on through the bombardment from above.

Dinobot leans his head to the side where Inferno was, & took careful aim before. "POFruvhmm…" He fired a shot that went straight upwards towards.

"Wahahahahh…./THRuspvhmm…." During Inferno's mad laughter, Dinobot's attack hit him right at the bottom of his fire-ant behind. "WUHHAAAAughhh!" At this moment, Inferno loses control of his flight, & starts to head towards Megatron that was attacking Dinobot's group to until…

"WAAaughhh!/CLUPovhmmm/UUUAGH!…." Inferno ends up colliding against Megatron who yelped from the impact, & that…caused another problem. "WAAAAughhh!" Without flight, they all fell downwards to the ground while Dinobot on Rattrap drives off to escape.

"GRUuuooaguh!" Megatron yelped from the landing on the ground that was like a heavy stomp. "Hugh? GRUUUaurghhh!" Then Megatron looked at his hands to let off a yelping wail because….his head was on Inferno's body.

"Guhahahahaahhh…." Inferno's head was on Megatron's body as he laugh it off like a mad lune without worry & found the situation funny.

"Grrrrr…./PUNCH!" Megatron growled off in annoyance to punch Inferno's head with the fire ant's own fist.

"Oooowww!?" Inferno yelped from being hit as his head vibrated a bit.

Elsewhere on the battlefield, where Tarantulas got squashed down.

"Ugh…Nrruagh…" Tarantulas struggled to push half himself out of being crush underneath of the boulder. "Ugh…Blackarachnia! What did you discover? Answer me Witch!" Tarantulas regain opening the Psychic-Link to demand what Blackarachnia found as data about the golden Discs.

* * *

 **BLACKARACHNIA'S AREA**

There was some explosive sounds & sparks occurring in where the scene opened up. Revealing the data tracks computer was smoking & much of what was left functional was completely wreck & broken.

"The Data Tracks were booby-trapped I'm afraid." Blackarachnia issued off to quickly report in on the situation of what occurred around her area. "It's completely destroyed." She cross her arms behind her back to issue off that the data tracks, were destroyed from the explosive force. "Shame?" She exclaimed in pretending to feel symphony that now the data they wanted from the backup copy, is long gone.

But hidden behind her back & away from what Tarantulas wouldn't see; was her blaster which was smoking from the fire shot area. The sly she-spider was crafty to make it believe, the data tracks were booby-trapped, when in fact, she destroyed them: but no one else will know.

* * *

 **BACK ON THE BATTLE FIELD**

"DUUAAaaughhh!" Tarantulas held up his hands in the air & drop them on the ground; the chance to obtain the data on the Golden Discs are lost.

Things were getting dicy as many of the Maximals rode on those giving them a ride to out run the chasing Predacons. Yumi & Ulrich's group were giving those a ride when William noticed Megatron & Inferno getting up after putting their heads on the other's proper body; & the dark haired boy couldn't resisit something to pull here.

"Hey Mega-Whatever! You know that no matter what you look like, new or old, won't cure that BO of yours!" William yelled off from above to make this wildly remark towards the bot who even if he's a Transmetal, he's still the same & he smells too.

"What in tarnation, did that scrawny sandbag of meat just say you smell?" Quickstrike raised an eyebrow in seeing William just did that without warning.

"Grrr…Indeed!" Megatron made a low growl noise in sounding very bothered by such a child's remark. "Normally, I don't tolerate with children when I'm busy, but today…I'll make an exception. Blast them down!" He issued off to say before ordering his nearby troops, to blast the humans out of the sky.

Then many energy blast shots & missiles were fired, making the human children & their Maximal passengers yelp as they were dodging those things with their lives on the line., knocking some away or blinding their eyesight

"William, you have really bad timing?" Yumi rolled her eyes in seeing what William gone & did, got a whole enemy unit to attack them.

"I got something. Hey Lynxa, do you happen to have a few grenades on hand?" William stated in having something planned while asking the lynx Maximal for something.

"As a matter of fact, I do." Lynxa smiled off slyly in getting what the boy has in mind.

"Bombs AWAY!" William yelled off to say while throwing a bunch of grenades across the enemies; which blew some away or blinded their eye sights.

"Hugh, fancy that, for a couple of kids, they seem to be outsmarting this lot?" Volpex raised an eyebrow in never expecting that much from a bunch of non-Transformers.

"ENOUGH!" Megatron yelled this off to silence those nearby. "Bring those Humans Down!" He yelled off in wanting those brought down, immediately.

"Wait, what's that sound?" Sling responded in hearing a loud stomping noise, as he & some of the others turn, only to see…

"CHAAARRRRGE!" Bonecrusher was heard from a distance, before the Preds knew it, they got stampeded by the larger Maximals in Beast Mode while their pals rode them.

"They dare to try to ram us with mere ugly forms, & one being a pig?" Injector protest that such ugly things had to appear, however what he said after…triggered something.

"PIG!" Razorbeast yelled off in looking back now. "You talking to me?" He narrow his eyes to say this with a mean look.

"Uh oh! You called him a Pig?" B'Boom yelped in seeing what the new bot just did.

"Are you talking to me?" Razorbeast asked again if he heard the enemy call him.

"You really shouldn't have done that?" Armordillo rolled the eyes in knowing this won't be good.

"ARE YOU TALKING TO MEEEE!" Razorbeast yelled off in sounding furious here.

"Now your in for it." Drifter shook the head in knowing what comes next when Razorbeast is mad.

"THEY CALL ME…MISTER PIIIIG!" Razorbeast yelled off loudly in issuing this reminder to anyone that didn't get what happens when he's around. "ARRRAAARruughhhh!" With a mighty battle cry, the warthog was rushing off before the Predacons that had 'yikes' expressions.

Then a loud sound of crashing was heard as many Preds were aching while the human children flew above on their Over-Vehicles in observing things.

"Wow, maybe we're not as disadvantageous as we thought?" Ulrich commented in seeing that even when out numbered, their side can still dish out physical feats.

"Hugh! Hey Yumi, look out!" Aquarius gasped in seeing something about to happen to their friends ahead.

Suddenly some shots were fired near Yumi's OverBoard, causing her to yelp while regaining control. Lynxa held on, but William fell out to land on the ground when they got mid-close while being in midair. But as the boy came around, he saw Volpex pointing a Fox-Blaster Gun at him while her four tails off her back position themselves in a firing form.

"Woah, either I hit my head too hard, or I'm seeing some girl in a nine-tails fox getup?" William rubbed his head in trying to get a better view when he saw Volpex stood a few feet away from him.

"Really, if dat's wha ye see, then maybe yer senses were not knocked off hard enough?" Volpex remotely stated as she had her four tails glowing to prepare to fire away.

"So this is one of them human allies hugh, don't see wha's the big deal? I was expecting something bigger?" Noctorro flew down in looking at the human teen, not seeing much when he expected a tougher opponent.

"Stay back, I got a rifle & I'm not afraid to use it!" William issued of to wield the weapon he was given by the Maximals.

"Please lad, your embarrassing yourself? Wha, you think just cause you got a weapon, you think we'll just surrender?" Terragator remarked off in seeing that William must be crazy, one weapon against them won't do any good.

William could see that he was out numbered, but then noticed something ahead to replace his worried expression, with a calm one.

"No, but I look at what's behind you?" William smiled off to say this with a sly face much to the others confusion.

"Please kid, you think we're gullible enough to fall for that while you slip away?" Bantor remotely state that they won't fall for something that will let this one getaway.

Suddenly without warning, Yumi swooped down just as Lynxa managed to grab William's reach arm, & they flew off ahead of the Predacons that were left baffled by what happened; there really was something behind them.

"It appears he managed to slip away by diverting our attention?" Sky Shadow stated in noticing how that human managed to use one trick behind another.

"Ugh, really now…I can't begin ta fathom how the Maximals allow children to partake in a war game?" Volpex rest her head to her hand in seeing how the Maximals are letting mere children be apart of such things.

"You know William, we're suppose to keep our distance, not engage? We don't have anything that could protect us like Odd & Aelita?" Yumi explained this in knowing there is a limit to recklessness.

"Well, lets just say I had a close call by unexpected means?" William shrug off to lightly state how close he was to the enemy, more so then most humans would dream.

"Yeah, a close contact that we pulled you out of at the last second." Ulrich remotely pointed this out of a close second save.

"Lets just reach the base, the others are giving us cover." Aquarius issued in what they outta be doing while the other Maximals are providing cover.

"Right, unless you want old metal rex there to start shooting us." Lynxa pointed out that unless they feel like it, face Megatron, & that won't end well.

With enough agreements, the human children had their Over-Vehicles step on the pedal to the metal, as they jet across the field. Much of the other Maximals were taking up the rear to provide cover & keep the enemy from reaching their base.

* * *

 **ELSEWHERE AT THE SAME TIME**

And back with Cheetor, he's seen having Silverbolt tailing him without rest. And even Odd had Air Hammer chasing him while still having a grip on Aelita's arms.

"GRroorrrrr…." Silverbolt growls to try to lash his talons off, but he missed Cheetor.

"Sentinel, Stand-down." Cheetor came near the Maximal Base that had its 'Shield' up, before suddenly fading while the cat bot flew around it with Silverbolt following. "Auto-guns Online." Cheetor issued off the next order for the system to respond to.

At that moment, the Maximal Base's Auto-guns were seen active, as they were moving to lock onto something; as the radar scan picked up Silverbolt flying within the airspace.

" _Unknown Signature Detected._ " Sentinel's voice issued off in having scanned Silverbolt to not register him.

"Powfruvhm-Powfruvhm, Powfruvhm…" Then the Auto-guns were firing off their charge shots directly at the target.

"Silverbolt…Terroriz-GUAAAugh!?/BOOMfruvhmm…" Silverbolt was in the middle of a transformation, but one out of three shots from the Auto-guns imploded on him out of the sky. "CLUMPvhmm…/Ugh!?" Silverbolt crashed on the ground, feathers from his wings a bit scattered, & a bit wounded while trying to get up. "Huuuagh!?" Then Silverbolt gasped when something was against his throat that was Cheetor's weapon.

"Don't even move." Cheetor was in Robot Mode while he issued this with a threatening tone to keep this guy from making any sudden moves.

"Silverbolt!?" Air Hammer gasped with such surprise, that he released Aelita who quickly activated her Angel Wings function to stay in mid-air. "I'm coming! Air Hammer – Terror…" He was seen about to dive while transforming mid-way until…

"Surprise!…Cross Bow!/POWfruvhm…." Then Odd popped in front of the guy & launched a powerful crossbow energy form Laser Arrow from both wrist that impacted Air Hammer.

"BAMFruvhm…./GYRAAaaughhh!" The explosive force from that move shot Air Hammer across the distance & out of range.

"Odd?!" Aelita raised a firm eyebrow in having seen that.

"Wha? He was distracted? I thought when he let you go, I take the shot?" Odd raised an eyebrow in seeing that was a good chance to attack without putting Aelita endanger.

"Didn't you notice something strange? Like that he let me go?" Aelita explained that normally, a Predacon wouldn't let go of her so easily because she's the Key; until just now when Silverbolt got hurt.

"For now, the others should be back, lets head down." Jackrabbit issued off in focusing on regrouping right now.

Then at this moment, Yumi & Ulrich arrived on the scene with Aquarius, Lynx & William getting off the Over-Vehicles. Then without warning they yelped to duck, for Rattrap's loud grinding wheels were heard as he skid before hitting a bump that knock him & Dinobot up overhead while the rodent transform to Robot Mode.

"GROUUARrrughhh!" Soon Rattrap & a growling Dinobot landed near Cheetor as he saw them make some graceful landing.

"Hey there Cloud-Kitty." Rattrap spoke off to make a friendly greeting of their arrival. "Eh, we would have been here sooner if Dino-Butt wasn't such a porker?" The rodent was shrugging off to say while pointing a blame of someone weighting them down.

"Grrr….The most Vilest Ride of My LIFE!" Dinobot snared off in stating that riding Rattrap in Vehicle Mode, was the worse experience he ever had. "Neee-Nrrruaghhh!" Then Dinobot's attention was on a new face, namely thew captive Cheetor caught: Silverbolt.

"Woah, you caught one of the new Preds?" Aquarius exclaimed in surprise in seeing Silverbolt up close.

"Interesting, half bird, half wolf? Just what are they?" Lynxa looked to study the Fuzor, because while he seems like a Transmetal, he's…a cross of two Beast Modes.

"Fuzors." A voice was heard above as Aelita came down followed by Odd on his board & Jackrabbit.

"Aelita, your alright." Yumi smiled in being glad their friend was safe after being taken.

"Yep, turns out Aelita heard one of those bots describe what they're called. Amazing, combining the word Fusion with a 'Z' to give a new species…why didn't I come up with that?" Odd explained off to say while being curious on what the new Transformer species are called from a mix of two Beast Modes to make a new creature.

"Cause the enemy beat you too it." Ulrich sarcastically humor Odd in missing his chance to name the new species.

"So then, what do we do with this one?" Jackrabbit asked the biggest question on everyone's mind.

"He's a prisoner of war, I guess we gotta think what to do with him?" William scratched his head in trying to think, what do they do with a captured prisoner from the enemy side; interrogate or something?

With all eyes on the captured prisoner of war, the new Predacon member – Silverbolt. The Fuzor sat up while being cornered by the enemy in knowing what happens to become of him. And so, he decided to accept his faith…

"Hugh…So, get on with it?" Silverbolt spoke off with a sign in looking ready to receive what comes next. "I'm at your mercy…Destroy me?" He stated without any hesitation, as if knowing…that he's finished by the enemy's hand.

But when Silverbolt said that without hesitating or sounded serious, even the human children & the other fembots gasped. No Predacon they came across, would willingly just give up their life: some either lie, deceive, or manipulate to escape harm or destruction. But, that wasn't the case here…

"Woah! Did he really just say what I think I heard?" Aquarius asked in not believing if this was for real.

"He did, no questions asked. He wants us to destroy him?" Lynxa shook her head to say, this bot, from his tone, held no deception at all.

"And he's not trying to flea or anything? Almost like…he's accepting his faith?" Jackrabbit was also surprise, could they really take a life when offered by a defeated foe. "Can we…even do that?" She asked in not knowing for certain, when they have a Pred prisoner, can they decide to destroy them without any concern.

"NRrruagh…IIiiieeeeh!" Then on the scene, Dinobot wielded his Rotating Tail Sword, preparing to end Silverbolt on the spot when…

"Clank!/Nah…" Both Cheetor & Rattrap exclaimed off together while stopping Dinobot's attack.

The action caused the half-closed eye Silverbolt from expecting a quick end of his life to notice that…he was not gonna be destroyed. But the question remain, why? Why did the others stop one from destroying him.

"Why did you stop me?" Dinobot glared at those that prevented him from destroying the enemy that wishes a quick end.

"Because…It's not what Optimus would have done." Cheetor lectured forth in knowing that destroying others is not what their leader would have done.

"He's right, Maximals aren't like Predacons Dinobot." Ulrich spoke in knowing that Maximals don't destroy their enemies, it's just not in their nature.

"Bah…Maximal Sentiment." Dinobot groaned off in having hear such things of being sentiment towards one's enemies. "Ohhh…I must have been…Defected…To Defect?" Dinobot protest in seeing that he must have lost his mind to join the Maximals over the Predcaons long ago.

"Still, when Megatron reached the pods, didn't that mean when they came online, they became full Predacons?" Yumi held her chin to ponder, why Silverbolt was acting out of character as a new Predacon.

"Maybe….or maybe not." Aelita spoke up as she earn some attention from her calm expression. "When I was with this one, he & that other one…" She stated in bringing up a conversation.

"The flying hammerhead you mean." Odd pointed out that the other bot with Silverbolt, was Air Hammer.

"Yes, I can't quite explain it, but…they don't display what I felt when near Predacons." Aelita shook her head in stating that what she sense, what she feels, these bots are different.

"You sure Aelita?" Jackrabbit raised an eyebrow to ponder if that was really so.

"Well if Aelita's giving this bowser boy here the benefit of being trusting, maybe we can help?" Lynxa shrug off to say in giving this bot the benefit of the doubt.

"Still, best we be careful, we don't know much?" William stated in feeling caution, since they don't know much if the new bot from the Preds was for real or just an act.

Silverbolt looked back & forth in hearing the conversation, being completely lost in seeing the actions those here do compared to being a Predacon. It's almost as if comparing the difference of Maximal & Predacon actions & performances thus far. And the Key, Aelita was…speaking for his defense, as if trying to protect him with a sign of…compassion.

"Eh, Dinobot, get Bowser Boy to the CR Chamber for repairs." Rattrap issued off to say this to elbow Dinobot to carry Silverbolt in knowing they best get this new bot to be treated. "Cheetor, Aquarius & Lynxa, keep watch for the others while we get inside. I'll check on Rhinox." Rattrap stated off to say this much, while in knowing that there was still concerns for one more pal that was still endanger they gotta check up on.

* * *

 **WITHIN THE MAXIMAL BASE…**

During the very moment of the lightly dark room in the Command Center, we find Rhinox's body in the same motion as before, glowing light-purple & such with a few movements. But just then, a sphere of the same energy light came down that impacted Rhinox's body that made it yelp upwards in a bright flash of particle light.

"What was that?" Sissi asked in having noticed something came in without warning.

"Hold on, I'm checking….hugh, he's back!" Longrack gasped in what he just learn.

"Rhinox's core consciousness. Few, that's a relief." Jeremie signed with relief to hear, Rhinox has return.

During the same moment, some of the Maximals entered with Dinobot seen carrying Silverbolt. Jeremie, Sissi, Artemis, Dive-Bomb & Longrack were puzzled to see a strange new bot. Then the Ex-Pred dropped the Fuzor into what was a CR Chamber before shutting it.

"What in Cybertron's name Dinobot?" Dive-Bomb was at a lost, what did Dinobot just drag in to place in the CR Chamber.

"Hmmm…if you want answers, the children can explain." Dinobot pointed off in when the other children arrived in after him.

"Aelita, what's going on? Who or what is that bot?" Jeremie asked to check if Aeltia was alright, but more then that; what was that bot that had wolf features, but with wings.

"I'll explain Jeremie, but for now, just trust me. There's something about this one who I believe, may not really be a Predacon." Aelita insisted this as her claims for Jeremie to trust her judgement.

"Yeah, considering his behavior & Dinobot's, the two don't match." Odd pointed out as a short explanation on viewing different Predacon behavior, much to Jeremie's confusion.

Everyone was mildly confused, but also intrigued, a Predacon that didn't behave like a Predacon does indeed require further understanding. Then during the event, Rhinox was seen with his head moving around before his hands drop out of the control sticks. That's when Rattrap came to approach the sleeping bot.

"Rhinox…" Rattrap quietly spoke off to get the big bot's attention; he got nothing. "Hey! Rhinox…" He tried again from sounding a bit annoyed, but still nothing. "Yo…HORN-HEAD!" Rattrap approached the head spot to yell this out to get Rhinox's to listen.

"There's no reason to shout, you can just adjust the device to let him go." Dive-Bomb remotely stated in seeing Rattrap lose his patiences.

At this moment, Rattrap was seen pushing the contraption upwards, which then released Rhinox to be a bit upwards & his optics flash on again; as his subconscious was there.

"Nrrruuaghh?" Rhinox lets off a light moan in getting his senses, as the light-purple light particles began to fad away from his area. "Am I back?" Rhinox asked this off in pondering if he's back with the rest.

"Eh, according to Dive-Bomb, the machine said so." Rattrap exclaimed that when he got word of Rhinox's core conscious return, that meant it was clear to awaken his pal without fear of Rhinox going offline for good. "Oh, but you had me worried there for a second?" He exclaimed of how worried he was when Rhinox was in such a state "Where'd ja go anyway?" Rattrap asked the biggest question of all, where did Rhinox go that would risk his core consciousness leaving his body & risk almost going offline.

"Where…'All Are One'." Rhinox spoke off in a wisely form of addressing the statement as if having gone to the great beyond & back.

"Oh, where all are…What?" Rattrap was about to repeat the question, but was lost by that sentence. What the heck does that even mean; 'where all are one'? "KABOOMfruvhmmm!/HEEeehh!?" Then a sudden explosive shake caused Rattrap to yelp in having felt that.

"I'll explain later." Rhinox issued off this to Rattrap that he will fill in the details of what he was up to after taking care of other business. "Lets just hope my Trans-Ion Trail last long enough…?" Rhinox stated this off to look above them, stating that he left a unique trail to follow all the way back to here.

"Your Trans what-atta now?" Jackrabbit raised an eyebrow, just what was Rhinox doing this whole time.

"KABOOMfruvhmm…/Hugh!?" Rattrap, Jackrabbit & Rhinox lightly gasp in having felt that next explosive quake, it's because something is going on.

"Uh oh, that shaking can't be good?" Sissi exclaimed in having a bad feeling about this.

"I can give you three guesses as to who's making all that noise." Ulrich issued off to remotely guess, who's causing that noise.

"Beep-Beep!" And at this moment, a monitor screen flashes on with a red alert noise with Cheetor's face on it along with Aquarius & Lynxa.

"Guys! We got a problem! And it's a Major!" Aquarius issued off to report what's happening before them.

"The others made it back, but they didn't come alone!" Lynxa reported the next thing while mentioning another problem.

"We got a Full Scale Pred Attack! And the Shields are failing!" Cheetor was issuing out the situation that was happening which all sounded bad before the screen fizzled out.

"Oh great!? We're all gonna Die?" Rattrap exclaimed off to moan & complain in thinking, this was it; they are finished with the enemy at their doorstep.

"It happens." Rhinox looked to Rattrap in stating that some things happen on strange moments. "But miracles happen too." After saying that, Rhinox picked up his Gatling machine gun weapon nearby to load it up as everyone nearby heard what he said about miracles. "LETS GO!" Rhinox issued off that they quickly get moving to help out what they can.

"You guys better take some of these, we may need them?" William passed out two spare blasters he had from when Dinobot gave the kids a means to defend with.

"What! No, you children have been exposed to enough danger as it is." Dive-Bomb snapped to take away the weapons; last thing they want is to let the rest be expose to danger.

"Hugh!?/TRuspvhmm…" Odd suddenly yelped as his eyes flashed, before within his mind he saw…things. The images were the base's shields dropping, the Maximals under attack, lying on the ground, then the humans captured, then the outer walls exploded to reveal a figure just before things went back to normal. "Ohhh…guys, I think I just caught a glimpse with my Future Sight?" He yelped to regain himself in realizing something he witness.

"You did, what did you see?" Longrack asked in sounding curious to hear more about the odd boy's ability to glimpse the future.

"Well, the shields dropping, the Preds firing against us, & then I think one of the outer walls exploded before showing us captured & you….ugh…?" Odd reported in to mention what he saw, but hesitated in knowing that what he saw he couldn't make sense, but it was weird cause the last thing he saw might have been another enemy.

"Then that settles, Dive-Bomb, you need more hands out there, or else you all might perish. And then the Preds will bust in & take us all prisoner." Jeremie exclaimed to try to reason with the medical bot in seeing they need all the help that can be spared.

"Guuuuagh, first it's young bots going out recklessly, now human beings? Alright, but Aelita & Odd must keep you safe!" Dive-Bomb signed in defeat, the old bot will allow this if those that can protect the human children do so.

"We best hurry, time is running out." Artemis insisted that they must quickly get to work.

"Jeremie, please…be safe." Aelita looked to the boy she likes, hoping he'll be safe when they go out there together.

"I'm hoping for that too Aelita, the same for you." Jeremie replied off as he & Aelita blush when they looked to each other with concerns until…

"Yo! If yer done kissing up, we got a battle to survive through!" Rattrap's voice was heard cutting in the moment that snap the kids back to reality.

With everything said & done, all the Maximals in the Command Center were getting themselves ready to head out. The human children were the last ones to prepare to head out as well. But Aelita stopped when she looked at the Command Center, looking as if she felt…something. But the only one left was Silverbolt in the CR Chamber, so as the pink girl leaves, she wonders in the back of her mind: who did she felt & why did it feel so…familiar to her?

* * *

 **OUTSIDE THE MAXIMAL BASE…?**

"Your certain they are all together." Megatron turn to Air Hammer who was in Robot Mode, as he reported things after his recent falling.

"Yes, but Silverbolt may have been captured? Shouldn't we…?" Air Hammer was about to suggest they postpone the attack, however…

"Oh don't worry, this will be over quickly." Megatron gave a sly smile in knowing, this will be the final bout no matter if they are short one soldier: for they will end it all here & now. "All Predacons…Open Fire!" Megatron was seen giving the orders to his entire Predacon group to unleash everything they got now.

"Pow-pow-pow-powfruvhm-fruvhm-fruvhm…/FRrroosssssvhhmmm…." Soon all of Megatron's troops were opening fire of all their weapons from blasters to missiles all around assault. "Frossvhm-Frossvhm-Frossvhmm…." They all flew directly towards the Maximl Base where the energy dome protected the Axelon. "BAM-BAM, BOOM-BOOM, KABOOM, KABLAMFruvhmm…" There were many impacts on exploding rounds were like fireworks & the energy shield around the base was absorbing as much as possible even from endless enemy firing rounds. And just inside the shield, were the Maximals & the human children that were watching as what was happening.

" _Shield Failure In 18 Mini-cycles._ " Sentinel issued off in how long the shields can hold out, much to everyone watching the flashing explosions that happen outside their doorstep.

"BOOMFRusuvhmm…" The next impact really shook up the whole place, as Cheetor & Rhinox gasped in hearing how long the shields will last while dropping from constant attacks.

"Aelita, you may have to use your ability of Creativity to slow them down by giving us some protection or disrupting their footwork?" K-9 inform the pink haired girl of what can at least slow the enemy down.

"Right, use our shields well children, cause there's no telling how things will end." Wolfang inform Jeremie's group that it's gonna be due or dusk from here out.

"Man, I'm starting to rethink about having divided our numbers if this was gonna happen?" Mach Kick signed in realizing that they should have had the others come if things were gonna be like this.

"Well get ready, here keeps coming more!" Snarl alerted the rest, just when more explosions from the enemy's weapons continued hammering down on the shields.

However, inside the Maximal Base, something else was occurring. "Foooh…/CLUNKFruvhmm…" By Rhinox's device, another light-purple sphere of light particles fell down to impact the device like a metal 'thump', but since there was no body, it was traveling through a connected wire network. It lit it's self across the corridor hallway, & went straight towards….the Stasis Pod that was a Blank Protoform without a Spark. "THROOSpfruvhm…." Suddenly, the purple-light stream impacted the pod to cause the hatch to pop out with steam.

"Pow-Pow-Pow-Powfruvhm…/Thrus-Thrus-Thrus…." And outside of the base, the Predacons continued their assault on the Shield that was protecting the remaining Maximals.

"WHahah-Hahahaahhh…" Megatron lets off a maniacal laughter in seeing how his troops are doing to pin their enemies: so the Maximals will have no protection from them.

"Boom-Boomvhmm…" Many more explosion impacts hit the Maximal Base Shield as it was taking as much as it can: but it won't last for long.

But within the base, something was occurring while the shaking went on due to explosive hits from outside. As a large shadowy metal figure was seen coming upwards within the dark: it seem to come out of the pod while noticing a trail of wires before it's path down the corridor. "CLUMP…." Stomping it's metal feet from one part of the hallway one step at a time. "CLUMP…CLUMP…" Wasn't long before the large mysterious bot figure was approaching the CR Chamber as it's shadow was cast over it.

"TRuussfruuvmmm…." But around then, the CR Chamber hatch was opening upwards, as the repair treatment for Silverbolt was completed it seem. "Boom-Boom…" But as Silverbolt was slowly coming around from all the loud 'banging' noises outside, his sleepy gaze fell upon what was before him. "KABLAM!" From that loud explosive sound woke Silverbolt up enough to shake himself awake to which afterwards, the Fuzor gasped with wide alert eyes when he saw something….was right before him!

* * *

 **BACK OUTSIDE NOW…**

"Pow-Pow-Powfruvhm…/TRusshvmm-PRusvhmm…" But back outside, the Predacons continued their attack in not letting up in firing missiles & charge shot rounds right at the Maximal Base Shield.

"KABOOM-BOOMvhmm…/FRUSSsfruvhmm…Break-break-break-breakfruvhmm…" But on that last explosive rounds of impact, it caused the Shield to crumble into scatter pieces that fell all around. "Frroooruvhmm…." With that, the Shield was gone from around the Maximal Base, as the last cover for the Maximals & humans behind some rocky structure would be their final standoff.

"Uh-oh! There goes the Shield?" Jackrabbit yelped in seeing what happened to their best defense was now gone.

"So much for being safe & sound?" Ulrich rolled his eyes to comment that was their best chance to keep the enemy out.

"It's us or the Preds now!" Rhinox issued off in seeing that with the Shield gone, it's either the enemy or them that will get out of this.

"You know my vote!" Cheetor eagerly elbow Rhinox's gut in stating what his choice of action will be.

"Me Grimlock vote we ATTACK!" Grimlock issued off in wanting to attack.

"Then let us begin our final stand." Drifter proclaimed as they were all getting ready here.

"Prsuvhm-Prsuvhm-Prsuvhm/Bangbangbangbangbangvhm…" Then without warning, Cheetor started firing his metal cheetah head's blast shots while Rhinox fired his Gatling machine guns. "Thou-thou-thousvhm, Thou-thou-Thosvhmm…/POsssfruvhm…" Rattrap was firing his blaster of while Dinobot fired his rifle gun blaster.

"Come on guys, keep it up!" Jeremie encouraged as the humans & the Gynoid Artemis used the borrowed weapons to fire back; so far it seem like they could hold out…

But as everyone was firing their shots, something unexpected began to happen that their ammunition, began to run dry. "Click-click-click-click…" First Dinobot's gun cease to fire rounds as did Rattrap's own blaster as they made 'click' sounds of nothing being fired out.

"Hrruarrugh!?" Dinobot snarled off in realizing, he has no more ammo left.

"Bangbangbangbangbangbangvhmm…/Drrrussvhmm…." Rhinox's Gatling Machine Guns were making weird sounds as one ran out, he tried to resort to the other in the left hand, but no dice as it was out too.

Pretty soon, all of the other Maximals weapons made 'click' sounds as if no matter how hard they pulled the trigger, nothing came out of any of their long range weaponry.

"Hey you guys, what gives?" Odd asked in noticing they are lacking more attack power.

"We're out of ammo!?" Longrack issued off to say that nothing was coming out of any of their respective weapons, blaster, guns, missile launchers, even hidden weapon compartments.

"Are you KIDDING ME?!" Grizzly-1 yelled off in frustration, this was the WORSE time to not have something to fight back with.

"B'Boom, do you have anymore spares?" Leo looked to see if B'Boom can give them more spares like before.

"No, I gave the last batch when we escaped, I haven't had time to get in to resupply our weapons." B'Boom explained that there was no time to do that after they retreated back to their base.

"Guuuagh….of all the times you forget to install new ammunition for our weapons?" Dive-Bomb groans to complain that such a mistake will be costly.

"Then that means the only ones that can still fight, are Odd & Aelita?" Yumi looked at seeing Odd & Aelita can still fire off their own special weapons.

On the Predacon side, they noticed what was going on. The Maximals seem to have run out of ammunition at such a bad timing.

"It appears they are out of luck." Sky Shadow reported that over 90 percent of the Maximals fire power has dropped.

"Then lets finish them! Wuhhahahaaah…" Ripteeth expressed a sly evil grin in seeing the chance to attack was perfect now.

"You sure, what about the Key? Won't she get in the way?" Bantor spoke up in knowing they can't attack without risking to damage Aelita.

"I've looked over our new members weaponry, & it seems Torca possesses something that may be perfect against the Key." Leatherhide spoke up in making a statement in his weapon expert field, to allow the new Fuzor - Torca, to aid in bringing down the Key by ways that may benefit them.

"Hugh…my Spark-Diminishing Spray Gun?" Torca held up his unique blaster in his right hand.

"It catalyzes Spark energy, weakening the target. One hit & it will weaken the Key for us to grab. As a weapon expert, I can guarantee it." Leatherhide explained that Torca was the best choice to stop Aelita without hurting her too much.

"Excellent, wait on my signal Torca." Megatron exclaimed in sounding very pleased to hear this; but Torca seem…distracted about doing that. "Predacons - ATTACK!" Megatron gave the order out to his troops in announcing they attack now.

"Truvshmm…./Vrusvhmm-PRusvhmm…" Megatron opened his tail grappler as it was charging with energy before firing out.

"Pow-Pow-Pow…/Frushvm-Frusvhm-Frushvcm…." Soon all of the Predacons weapons fired off without warning all at the Maximals last defensive protection. "BAMBAM-BAMBOOMBOOMvhmm…" There was a near relentless barrage of shots impacting the stone barrier cover that hid the Maximals & the children that tried to take cover.

"We're losing cover!" Aquarius alerted that they don't have much protection left.

"Aelita! We need more cover!" Dive-Bomb issued to the only one that can provide them with some protection.

"Right!" Aelita nodded her head in understanding that, as she began to focus. "Aaahhhh-aaahhhh…aaahh…/TRusshvmm…" Then with her angelic voice, a digital field appeared by the Maximals wreck rocky cover, as it began to grow to keep them protected.

"Nice save Aelita!" Jeremie commented on the girl's ability that helped them out of a jab.

While Aelita was distracted, the Predacons saw she was completely open & unprotected. Torca slowly began to raise his weapon up to take aim, but…he seem to be hesitating before…

"Wait a daff minute, ye not REALLY gonna shot her?" Volpex spoke up to Torca & Megatron, thinking this was too much.

"I beg your pardon?" Megatron raised an eyebrow in seeing this one, speak against him again.

"All I'm saying is we don't know wha Torca's weapon can do, she's not all Transformer, so wha then? His weapon might kill her if ye haven't thought of dat?" Volpex protest in knowing that Aelita was important to get, but this was taking things too far. "Grip!/Huuugh?" Then she once again felt the tail grappler around her right wrist to get pulled & thrown across the ground.

"Hmmmm…I grow tire of your constant questioning? But since you know how important the Key is, I'll let it slide. I however have faith, that despite her appearance, this WILL work." Megatron issued off with a stern expression, as Volpex's constant thoughts will not allow victory to slip. "Torca…DO IT!" He gave the order for Torca to follow.

"I…Ohh…" Torca seem to show hesitation, but knew he couldn't argue at this point.

Then Torca's weapon fired a strange electrical spray-type sphere, as it travelled across before making contact with…Aelita.

"TRRisisivhmmm…/GYYAAAARrughhh!" Aelita screamed out loud as if feeling….unknown shocking pain.

"AELITA!" Jeremie screamed out in seeing Aelita in trouble, but…

"TRospvhm-Trospvhmm…/CLopvhm…" Aelita's energy let off bolts that destroyed several hidden traps across the front field before the girl fell to faint on the ground.

"I got…./BRrizizvhhmmm…/GYAAAaughh!" Odd ran to get Aelita, only to be attack by ion discs that hovered & fired some paralyzing affect on him.

"ODD!" Ulrich called out as he, William, Yumi & Sissi saw their friends are down.

"HAH! Bow Before My Name…BUZZCLAW!" Buzzclaw yelled off to announce the name of the one that did the deed.

"We heard yah the first time?" Terragator rolled his optics to remark the guy likes to shout a lot.

"Now….FIRE!" Megatron gave the order again, to hit the Maximals with nothing in their way.

"Pow-Pow-Pow…/Frushvm-Frusvhm-Frushvcm…." Once again, all of the Predacons fired off their shots without wasting time at the Maximals final defensive protection. "BAMBAM-BAMBOOMBOOMvhmm…" It was a relentless barrage of shots impacting the last stone barrier cover that kept the Maximals & the children safe with their only remaining cover.

"This is bad, my traps are gone, & we have no defense?" Armordillo exclaimed in seeing that they lost more advantage to weaken the enemy.

"Any ideas?" Lynxa asked in hoping they have a backup plan.

"I say we not hid & CHARGE At Them!" Bonecrusher issued off in deciding they just go in & bash some metal heads.

"GRrrrr-UOOOARRrrughhh!" Dinobot was seen standing up on the right side of the destroyed stone cover, wielding his Rotating Tail Sword to fight off in close combat. "POwfruvhm-Bang!/ORRUUarrgh!?" But then one venomous ray shot hit the guy below the belt area.

"Hey! You Hit Below The Belt!" Mack Kick yelled off in seeing that was an uncalled for shot.

"Yeah! That's Cheating!" Razorbeast yelled off in seeing what the short Fuzor did that was a low blow.

"Heh-heh, that's why it's called: Fighting' Dirty, Partner!?" Quickstrike cackled off in finding amusement of what he did there.

"And this…is called…CRUEL Combat!" Volga proclaimed in preparing to launch a new attack on the targets. "POWFRusfruvhmm…" Without warning, he aim his left claw that revealed it's self to be a sonic cannon as it fired off.

"BAMFruvhmmm…/GRRAAaurrghh!" Volga's attack hit against he heavy hitters like Razorbeast, Bonecrusher, Armordillo & Grizzly-1 that were knock backwards.

"Still think the new bots don't have some Pred character?" William looked to Jeremie in having doubts that the other new Preds are even remotely different from Silverbolt.

"Urrghh…Well if they didn't, they sure as heck doing it now!" Grizzly-1 groans from pain while he issued off in seeing the enemy is planning another attack.

"Watch out! Dinobot, duck!" Jackrabbit yelped to warn Dinobot who was still in pain, but…too late.

"Powfruvhm-Powfruvhm…BAMBAMBAM…/AAArrraughh!" Dinobot was suddenly the biggest target of being hit by random barrage attacks before falling over the rocky cover; joining the other fallen bots.

"Me Grimlock will…/KABLAM!/URRrughh…/CRASH!" Grimlock was about to go in until he was hit by countless attacks that made him yelp & be brought down.

"Uh oh! Not you too Grimlock!?" Sissi yelped in seeing their biggest Maximal got taken down now.

"Incoming!" Artemis alerted in seeing more attacks coming at them.

"Pow, Boom, Boomvh…" Afterward, the last rock defense cover was gone to expose the Maximals & the human children. It revealed Dinobot was down along with Razorbeast, Bonecrusher, Armordillo, Grizzly-1 & Grimlock, while Rattrap took cover under Rhinox & Cheetor was beside him along with Dive-Bomb, Longrack, K-9, Wolfang, Snarl, B'Boom, Leo, Mack Kick, Drifter, Aquarius, Lynxa & Jackrabbit. Jeremie, Yumi, Ulrich, William & Sissi had the shields from the guard Maximals with them. But as soon as everyone looked up when the enemy cease attacking only to realize: they had practically no defense left against a 40 unit attack pattern.

"Hugh!?" Rhinox gasped towards Rattrap in seeing they lost their last cover defense, & are now widely exposed for any incoming attacks.

"Any bright ideas NOW!" Aquarus asked off in remotely seeing, their chances are shot down to zero of survival.

"Yeah, get ready to kiss the ground beneath you goodbye!" Mach Kick issued off in seeing this is gonna be it.

The rest of the group was realizing that they lost what was suppose to keep them safe & now are left out in the open…

"Oh no?" Rattrap exclaimed in looking very worried; this was gonna be bad for them.

"CHILDREN! Brace Yourselves!" Leo yelled off to have the children keep themselves safe from what comes next.

"AAAAawwwaaahhh!" Sissi screamed as the human boys brought the shields up, but….

"BAMBAMBOOMBOOM, BAM-BAM, KABLAMvhmmm…./WAAAAauughhhhh!" Then without warning, a merciless barrage of missiles & energy blast shots were impacting the Maximals & human children area to be completely covered in a large dome of smoke which covered up any screams heard within. Wasn't long before the attacking assault cease & those that were hit, lie scattered…

* * *

 **THE BATTLE HOUR: DAWN!**

At this moment, time seem to slowly move on pass as the sun was beginning to rise up over the hills of the rocky valley on the outskirts of the Maximal Base's location. Then scene focuses to change in showing, the state of the Maximals…

"Cough…cough…cough…" There were coughs heard as some rubble was moved off that revealed they were shields that the children had, but they were covered in dirt.

"Ugh….that….could have gone…better?" William groans in feeling how being in a real battle, really hurts when you don't have on protective wear.

"Yeah, pant-pant…like maybe in our dreams?" Ulrich panted a bit before making a little joke despite being out of breath.

"Hugh, you guys….the Maximals!" Jeremie gasped when he looked at where their friends were at.

"UUrrrgh….Grimlock….ache all over?" Grimlock was seen with blown holes in parts of his body, he could barely move.

"Ooooohhhh, it seems we survived…for the brief moment?" Longrack exclaimed as parts of his outer armor were scattered.

"Your kidding, we might as well be scrapped with the shape we're in?" Lynxa remotely stated in seeing how much of a wreck they are in.

"Yeah, & at the moment the sun is rising?" Aquarius exclaimed in seeing the sun was rising, much to everyone's notice.

"Oohhh…Comes…the Dawn…" Rhinox was seen trying to rise upwards to say these words of poetry, but… "Uaaaugh…?" But he was badly damaged with a hole in the chest & a few scratches, as his body was pretty bang up.

"Errr…And…" Dinobot was seen pushing his back upwards while holding up his Rotating Tail Sword. "Ugh-Aaahhh!" Then yelped as the hand to the elbow joint limb broke off without warning to hit the ground. "Our Doom." Dinobot concluded towards the other Maximals that were on the ground, beaten & pretty banged up in serious needs of repairs.

"This….is horrible?" Sissi gasped in seeing the Maximals were all in majorly bad shapes.

"They really got damaged badly?" Yumi stated in seeing that they need major work to fix this many.

"What about Artemis, & Aelita & Odd?" Jeremie asked in noticing they were short a few.

"Ugh…they're out cold, but….urgh…looks like we're pretty banged up?" William struggled to move with a banged up arm after seeing the others were out.

"Guys, I don't think we're out of the woods yet?" Ulrich looked onwards with a stern expression.

Now at this time over the rising sun, over the hills spot shows who were the ones that stood victorious over the defeated Maximals: Megatron in the center leading his Predacons; from the left were Tarantulas & Quickstrike, then of the right was Inferno & Waspinator. And all scattered about were the rest of the Preds, Volga on the middle left, & Torca on the middle right for both were giant-like. During the same moment, the background theme was playing another old 'Western Showdown' theme fitting the mood of the villains being victorious over the heroes.

"Move out Predacons." Megatron was giving some new orders to his troops. "We've waited a 'Long' time for this." Megatron smiled off to state the grand moment they long sought to claim: was finally here. "Ye-es-s-s-s…" He looked forward to smirk wickedly that at last, the downfall of the Maximals is near. "Let us be close enough to enjoy it." Megatron declared off that they shall get close to see the final agony look of the defeated before…ending it afterwards.

"Stomp-Stomp…." Megatron was seen taking the first steps his heavy feet made. Waspinator was loading his weapon before coming forth. Quickstrike was seen making his way in stepping forth with beady eyes. Tarantulas spin his weapon on the front as he glared down at the targets as he was stepping lightly off. Inferno held his missile launcher to gaze at the targets in seeing the final moment is near as he loaded another round. Every single Predacon had loaded or held a weapon, preparing to deliver the final end to their adversaries: the Maximals.

"Hey William, think you can still fight?" Ulrich looked to the half beaten guy if he can even fight.

"You kidding, I might have bruises, but I'll keep going." William issued off in trying to not lose to Ulrich.

"You guys, look at us…how can we win this?" Sissi pointed off in seeing they can't even against a number of enemies like this.

"I guess knowing if we ran, they probably shot us in the back." Yumi looked firmly in knowing, they can't run away; even if they did, they can't leave the Maximals behind.

After savoring the moment on their approach to taking their time in seeing victory was within the enemy's grasp. Now the Predacons were now in a crescent form in surrounding the weaken, beaten, damaged & injured Maximals that look like they did not have much strength to fight on now; much less even have the strength to stand or be on their knees. Even with the human children standing, they either grip their arms or rest on their knees, they barely had any strength left in them.

"On to business. Torca, secure the Key. You've earned the right having disable her." Megatron issued off to give Torca a new order; acquire the unconscious Key.

Torca was acting quiet before he stomps over to bent down, & gently grips Aelita in his large hand.

"Aelita!" Jeremie called out as he saw the girl was caught & couldn't be awake to fight it.

"Put her down, or so help me I'll…" William tried to aim the rifle gun he had but held it like a melee weapon cause it's out of ammo.

"Ah-ah-ah…" Megatron wave off a finger to lecture the children about being careful in what they say & do next. "Judging by your expressions, it be a shame, if your little odd friend meant a…tragic end, would he not?" Megatron explained this off to mention; then silently nod to Torca in what to do.

Torca looked down to see Odd out cold, & the giant Fuzor slowly upon a motion of hesitation…moved to keep the elephant size foot boot over the odd kid; making the children gasp that one wrong move, & Odd's a squash goner.

"Does using cowardly tactics work for you or is it a habit?" Ulrich narrow his eyes in seeing the sort of underhanded stunt a Predacon would pull.

"Silence Humans! In case you didn't notice, your side lost & we won!" Drago Wing protest to lecture the children, that they have won this round.

"I say, we put them out of their misery!" Powerpinch protest in seeing they don't need the children.

"Wa-wait!" Then moving out of the rubble was Artemis, damaged her body spark a bit, but moved without concern for it.

"Artemis?" Sissi looked shock, worried their friend was gonna do something

"Please…spare…my friends…" Artemis looked to Megatron, pleading her friends not be harm.

"Oh really, & what do we get out of it?" Double Punch asked in being slightly intrigue to hear what the gynoid has to say.

"I will…serve you...& offer knowledge I may have about…the aliens." Artemis spoke in offering what she can, that might satisfy the Predacons lust for power.

"Hmmm…it's true, you are the gynoid that was near the alien's moon, perhaps she may have some clues Lord Megatron?" Shadow Panther thought this over carefully to consider, the possibility the gynoid has some useful information.

"Hmmm…very well then. I shall…consider your offer. The human children will be spare." Megatron thought this over before stating he will agree to the terms. "For the moment." He finished his conclusion on the topic was but a temporary agreement.

"Artemis, you can't trust these guys?" Yumi protest that this was too risky to trust the Predacons.

"I'm sorry, it's the only thing I can do to protect us." Artemis shook her head in knowing, this was all she can do.

"So, what do we do with…the Maximals? Let them live?" Venomess asked in seeing the only things left undone, are the Maximals.

"Ah, I only agreed to allow the human children to live, the Maximals however…we not part of the deal. We, shall finish them here & now." Megatron issued off to say with a sly & cunning smile; much to the human children's shock.

"Hugh…No! Gugh!?" Artemis gasped & tried to stop this, only to be caught & restrain.

"Nrruaarrugh! You should have thought about your deal more carefully!" Raid Jango snarled off in keeping the gynoid from interfering.

"Are we…really gonna do it?" Bantor asked in almost having second thoughts.

"I wish I knew?" Air Hammer shook his head in feeling that, this was the path they have chosen to not change.

"Hmmm…I like wrecking bots, but this…I don't feel too much right about this?" Noctorro was also unsure, he's an old reckless type, but finishing a bot that can't defend seems…too cruel for words.

"Ugh….so this is it…we reach the end? Funny, I always thought I see another day?" Jackrabbit groans in pain, seeing that there will not be another tomorrow for any of them.

"Be strong little one…" Leo spoke to encourage the youngest bot to brave what will come.

"Hmmm…At least we go…" Dinobot hummed to himself before making this final claim as their oppressors surround them. "Grugrugraaugh….With Honor." Dinobot snarled off in patting his chest with the left hand he has; proclaiming if they die, they die with their honor of having fought till the very end against all odds.

"Indeed, there is no greater glory…then to fall in battle." B'Boom slowly spoke in seeing if this was their end, they go out in a blaze of glory.

"If I go offline, then I'll comeback someday to haunt you in your dreams!" Grizzly-1 protest in swearing he'll get revenge even when he's gone permanently offline.

"Hmmm…" Volpex signed under her breath as she approach the human children, aim her weapons at them to keep the from trying anything. "Making such things when your on the scrap heep, tis the most senseless thing I ever thought I see today? Next to these children." She signed in feeling that today, it's been full of crazy folks.

The Maximals were ready to accept their fate, some of the new Fuzors that either pointed their weapons at the defeated or about to hurt the children, almost felt this was enough after winning. But the rest of the Predacons had no sentiment & appeared ready to fire at a moment's notice.

"Finish it." Megatron deeply & coldly gave the order as he held his tail grappler to prepare himself & for his troops to follow; in destroying the enemies before him. The western background theme had long came to it's conclusion here now…

Aelita slowly regain her consciousness to notice everyone she held dear was in trouble. Jeremie's group was kept at bay from interfering, Odd was inches away from being squash under Torca's boot even as he slowly regain his own consciousness. But seeing the Maximals about to perish, was like seeing the friends the pink haired girl has come to know, about to disappear…

" _No….this can't end….I can't watch seeing anyone disappear again._ " Aelita spoke within her mind, this is just like what happened to someone else that she missed. " _Optimus…I wish you were here…? Everyone really needs you more then ever…Please…don't let your sacrifice lead towards this. I don't wanna lose anymore people I care for…_ " The girl felt truly powerless, the effects of the Spark Diminishing weapon made her unable to help, but wishes…for a miracle to happen.

This looks to be the end for the Maximals, & with it, the Beast Wars will reach it's conclusion & the prize of the Key shall fall to the victor.

Or…will it?

"BOOOOOMFRuvhmmm…" Then without warning, a sudden massive explosion flash off that distracted Megatron & his forces to shield their eyes. The same was said for the Maximals & human children, as they brace from some debris that almost hit them, before looking at the source. Which came from the Axelon Base…?

"Hugh!/Huuuagh…?" Rhinox & Rattrap were the first ones to gasp in what they saw.

"Wha…?/Jugh?/Ugh?" Longrack, Dive-Bomb & Razorbeast also gasped in what they saw now.

"Aaaugh!/Ooooh?" Sissi & Yumi also gasped in what they saw that made Jeremie, William & Ulrich gasped in silence.

"Wha de daf just happen?" Volpex raised an eyebrow to lower her weapons, what were the children so interested in: not just her, the other Fuzors were also puzzled in not understanding the sirtaution.

Then it wasn't long before the Predacons took notice of what the commotion was all about to see the blast happened on the Axelon.

"Hugh!" Megatron was seen showing a light gasp in what he saw ahead of him.

"DURRghnnn…" Waspinator made a light gasp that made him actually drop his weapon from being so shock.

"Waaaugh!" Razorclaw gasped out loud in gazing at something that surprise & shock him.

"HUGH!?" Lazorbeak was too stump to believe what he sees either.

"Wha?" Manterror let off a simple sentence, not believing what he sees.

"Eeeeehh?" Iguanas raised an eyebrow in seeing this, & was lost for words.

"GYAaaaaghh!" Tarantulas uncover his arms from his face, only to make a wide gaping sound in seeing something that shockingly surprised him too.

"YEEEEhhhhh!" Sky-Byte let off a loud screeching yelp, even Manta Ray, Scylla, Ripteeth, & Leatherhide stared in with different worried & shock expressions.

"That's…impossible!?" Shadow Panther exclaimed in great shock of disbelief in what he saw.

"It…CAN'T BE?" Drago Wing protest so loud, he felt himself quivering with fright that even Insecticon, Jetstorm, Powerpinch, Retrax, Drill Bit, & Vice Grip stood like frozen statues in fear.

"No way!" Snapper protest in not believing what he was seeing.

"This is not possible!" Double Punch protest to not believe this either.

"It can't be real?" Buzz Saw exclaimed to step backwards in fear.

Inferno shook his head in doubting what was there even with a little crack between his right optic eye, but… "Hugh!?" But even he to gasped in what he saw.

The other Predacons from Sling, Venomess, Fractyl, Killer Punch, Archadis, Hardhead, Rime Ralrus, even Raid Jango were each expressing concerns, worries, doubtful motions & lost confusions. That was enough to allow even the slightly puzzled Artemis to escape Raid Jango's hold to return to the others as everyone stared in shock.

"HRUUARRggrr…" Megatron made a loud gasp & growl mix in not believing what he was seeing. More to it, it was something he 'NEVER' expected to see?!

Now nearly all of the Predacons present minus the Fuzors all shared the same exact shock expresses, & the reason was simple to believe why. For as soon as the smoke clouds began to clear, something seen had BUSTED out of the side of the Maximal Base. He appears to look like a techno-organic Transformer. Having silver metal legs down to the knee area, & elbows to the wrist part, a bronze brown organic type from the waist, hands, bulk shoulders with red plated marks, & a bulky chest of muscle with a lighter yellow flare. The feet appearance were two plat boards attach to bronze brown ankles leading up to blue chrome knees. Having silver shoulder pads along with something else on the back that was holding some weaponry. On the side of the legs appeared to be armed handguns capable of firing burst of explosive energy. From the face, it had what look like a humanoid Ape-Man look, bronze gold of the mouth & nose, & the eyes were bright yellow. But throughout the look, he appeared to give a familiar feature even from the helmet that was mostly techno-organic & had some silver metal features. In the most sense, he looked like a bot thought long gone & has now…returned!

"Well…That's Just Prime?" The new Transmetal character issued off with a stern gaze in sounding exactly like…Optimus Primal!

"Big Bot?" Cheetor rose up in sounding so surprised & amazed that his pain vanished & filled with energy, it's as if who he was seeing, was really here.

"No way….Optimus?" Lynxa was staring at what she can't think was a ghost…or the real deal.

"Your….ALIVE!" Aquarius shouted in both lost, puzzled, & rejoice at seeing their commander here.

"And a Transmetal Too!" Jackrabbit noticed Optimus also picked up a new body look just like Cheetor & Rattrap.

"Wha the….how's he here when he got blown up!?" Grizzly-1 asked in not knowing how Optimus was here, they all heard he got blown up during that Transwarp Explosion.

"I don't know, but I AIN'T COMPLAINING!" Mach Kick yelled forth in just being happy to see a friendly face.

"Yes!" Rhinox softly spoke in a low aching voice, but sounded very grateful in what he sees too. "It worked!" Rhinox echoed out the words as if what he did, managed to do the impossible. Rhinox's journey through the window through Trans-Warp Space, helped him find & bring back Optimus Primal's Spark from the Transwarp Explosion, & directly into the Blank Protoform to help revive the Maximal Commander…anew.

"So that was what you were aiming for to risk your consciousness?" Longrack stated in realizing what Rhinox was doing the whole time they helped.

"Rhinox, you never cease to amaze us." Dive-Bomb smiled to shake his head in being glad, this turn out the best result any scientist could hope for.

"Woah, I must be dreaming…Optimus is back?" Odd was heard waking up, noticing that Optimus was back. "And you guys are in for it now?" He noticed Torca holding his boot over him & Volpex nearby; stating that if Optmus sees this, he won't be pleased.

"Hugh?" Torca was lost & puzzled, was this new bot all that.

"Hey big guy, I get the feeling they're not lying, the new bot's got the others as white as a ghost?" Volpex stated to Torca with concerns, even Megatron was shock to see Optimus like the guy was suppose to be dead.

"Optimus Primal…you've returned." Aelita looked to see Optimus, she smiled in feeling relieved; a lost friend she though was gone forever has returned.

But of course after the tense moment of Optimus' appearance, the Predacons managed to recover the shock of seeing the believed terminated Maximal Commander is back & better then before.

"PRIMAL!" Megatron snapped off in sounding furious to clutch his left fist; seeing an old enemy he thought was gone has returned. "DESTROY HIM!" He turn to his troops in giving out the order for all Predacon troops to attack the single target.

"Pow-Pow-Powfruvhmm…/Prsuvhm-Prsuvhm…" Now all of the Predacons that 'knew' the Maximal Commander, were firing their weaponry attacks at one location; Optimus Primal. "Clunk-Clunk-Clunk, Clunkfruvhm…./Booom-Boomfruvhmm…." But during that moment, Optimus pulled out a large-size blast-proof shield that took the small shots & even the lightly big implosions from the others; but he made it through unharmed.

"He took all of that & he's not even phase?" Noctorro looked surprise, as the Predacons that attacked wanted to hurt Optimus, but he was well prepared.

"Guy's tough, he 'might' be a problem." Bantor pointed off in thinking if they fight this one, it won't be as easy as it was lead off to believe.

"We best brace for what's to come." Air Hammer suggested that whatever comes next, might really catch many off guard.

"My turn." Optimus Primal gave a serious stern look in about to 'return the favor' that he was dished out by the Predacons with some sharp primal-like teeth.

"Truspvhmm…/Click…." Then the shoulder pads went upwards, Optimus grabbed something from his backside to bring out a machine gun weapon, it came with twin cannons his hands held on the shoulder parts like switches before a 'locking on' with a emerald color image lock-on screen. "POW-POW-POW-POW-POW-POW-POW…" Soon he was unleashing a volley of energy bullets at a rate of 800 rounds per minute with stern grit teeth & pressing his feet down as he skidded a bit backwards from the forceful fire-power.

"BAM-BAM-BAM-BAM-BAM-BAM…." There were many impulsive impacts that were happening that Megatron was bracing the attack.

"DRUUuooowwgh!" But the attack knocked out Waspinator across the distance before the Predacon Leader ran for cover.

"WAAAAughhh!/ARRUUAAughh!/GRAAAughhhh!/WAAAhhhhhhh!/OUUUaaughhh!" Razorclaw, Lazorbeak, Manterror, Double Punch, & Buzz Saw all made yelp cries, when they got blasted out by the rapid fire of Optimus' volley attacks.

"GYYYyuagh! The Ape's Back! And He's Packing Some SERIOUS HEAT!/BAMFruvhmmm!/GUUUAugh!" Sling panicked out with worry before he was blasted & knock into a nearby stone wall.

"Hey-Hey! This wasn't apart of the plan?/BAMFruvhmmm!/GRAAaughh!" Iguanas protest in seeing everything fall apart with Optimus return, just before he was knock by another shot by the metal ape.

"EVERY PRED FOR HIMSELF!/BAMFruvhmmm!/GUOOOwwwww!" Spittor screamed out in trying to flea, only to be blasted & fall off towards a bottom ridge.

"RUN FOR IT!/BAMFruvhmmm!/GAAYUUuoohhhh!" Ripteeth yelled out loud before he was blasted to skid across the field.

"POW-POW-POW-POW-POW…/BAM-BAM-BAM-BAM-BAM…" Next Optimus targeted the other Predacons as Inferno, Quickstrike, Tarantulas, Buzzclaw, Injector, Sky Shadow, Shadow Panther, Drago Wing, & Sky-Byte were running for cover.

"This surprise attack caught us off guard, we must retreat! Gather the others & use a Warp Gate back to base!" Fractyl exclaimed in fearing they are losing numbers fast, they must escape.

"To think, we were so close!" Venomess protest that victory was well within their grasp.

"Talk Later! Run from that Shooting BOT!" Rime Walrus yelled off as he stomps with every step to get away.

"I do not run from battle, I dominate it!/BOOM!/GUUaygh!/CRASH!" Volga was about to take on Optimus when he got hit & knocked against a boulder that left him out of it.

"Yeah, great job with that." Terragator exclaimed in seeing that was short while it lasted. "Well when the going gets tough, the tough get going!" Terragator shrug off in following this crowd to get as far away from becoming scrap metal.

Pretty soon the last scattered Predacons gathered any of their wounded troops to vacate out through a Warp Gate; but many were not leaving while many spectators watch this on.

"Alright!" Rattrap cheered forth in watching that the enemy was running away from their leader's awesome fire power display.

"Go Big Bot!" Cheetor cheered forth in holding up a left arm in watching Optimus show the enemy who's the boss.

"GIVE THEM ONE FOUR!" Jackrabbit cheered extra loudly in wanting Optimus to really let them Preds have it.

"Turn them To Scrap!" Grizzly-1 shouted off to see the enemies be reduce to scrap.

"YEAH!" Bonecrusher cheered forth as even Razorbeast, Snarl, Grimlock, & many other bots feel their spirits set ablaze for the return of their commander's last minute rescue.

Volpex watch everything & saw the Predacons become disorganized over the sudden appearance of one new bot. She saw Bantor, Air Hammer & Noctorro nearby, unsure to flea or not after witnessing an unexpected turn of the tides.

"Hey you lot, time we skedaddle unless we wanna get in that bot's firing range." Volpex order this off to Air Hammer, Bantor & Noctorro that they best get out of sight before Optimus shoots them too. "Torca, let's go already!" She issued off that they need to go, the big bot needs to hurry.

"Um, right…first thing first." Torca slowly nodded while he first had something to do.

Then Torca did some surprising things before hand. First, he moved his boot away from Odd to not put him in danger. Then Torca leans his arm down to let go of Aelita much to her surprise, before the large bot started to stomp off after the other Fuzors to escape.

"Um….is it me, or did that giant behemoth just let us go?" Odd raised an eyebrow to ponder, what just happened.

"It wasn't just you Odd, maybe…" Aelita was also curious, those bots could have used them as hostages, but they didn't do it…is the reason maybe something she feels from their action.

After a while of scattering the Predacons, Optimus cease firing on the enemy survivors that spread out, as he readjusted his machine gun weaponry back on his back. At that given moment, Optimus Primal transform into his Beast Mode, but just like any Transmetal, it came with change. He transformed into a primarily mechanical gorilla which the upper body chest to head was like a blue chrome color, with a red metal plate design on the left chest-plate spot, & clear red eyes. Much of the arms & legs remain the same except the blue knees became the feet. The machine guns became like two maces for him to wield. But the most amazing feat was his feet spread & attach to make a hoverboard with a jet thruster in the back. As Optimus was soon surfing up into the skies now, this was his Vehicle Mode: Flight Mode.

"Flight is no longer your advantage, Optimus!" Megatron showed a sneaky smirk in declaring that Optimus' field advantage of flight is not 'only' for the Maximal Commander since he last saw the Predacons. Now Megatron transformed into his Beast Mode without warning. "GRUOOARRrughh!/POWWfruvhmmm…" Megatron made a metallic T-Rex roar before bringing out his turbine hover fans from the leg sides to take off after the flying target.

"I don't like the looks of Megatron following Optimus?" Ulrich stated in sensing something a fowl when Megatron went after Optimus.

"Then lets follow along." William insisted that they follow & see what happens.

"But what about the other Maximals?" Sissi asked in seeing the other Maximals that half of them can barely move.

"I will stay to help repair Dive-Bomb so he can help quicken the repairs." Artemis spoke up to assist with fixing those that can help repair some minor damages.

"Alright it's settle, Odd, Aelita, we're going after Optimus." Jeremie nodded off to say while informing those that join them of what they will do.

"Whatever you say Jer!" Odd saluted off with a smile to be too happy to agree.

"Let's hurry!" Aelita responded to say; as those that called forth their Over-Vehicles got aboard & the others became passengers when they took off.

Within the air, Optimus was soon surfing across the open skies in handling himself well with his new body's function. But back around the Maximal Base from the hole Optimus made while many didn't pay attention to, Silverbolt was seen in Beast Mode, growling a bit before taking off. And back with Optimus, he arrived at a destination spot before transforming back into Robot Mode. There, he noticed from his left side, Injector, Buzzclaw, Sky Shadow, Quickstrike & Tarantulas came from their hiding cover, but on the right side, Inferno was seen coming out as well. Optimus was in a pincer type attack, as Quickstrike & Tarantulas prepared to attack, so did Inferno in wielding two missile launchers in hand.

"Wait for the moment to attack. When I say now…" Sky Shadow was giving the order when to attack.

"Now?" Buzzclaw asked impatiently if they attack.

"No, not Now-now, fool!" Injector protest out that they need to work together; too bad that didn't go the same for everyone.

"POWEfruvhmmm…Ssssruvhmm…" Then two missile shots were fired by Inferno without waiting & before they hit Optimus, he ducked down, & they instead went for the yelping Predacons instead. "KABOOMvhmm!/GWUuagh!/GYaaaugh!/ARRruauaghhh!" An explosion happened that Quickstrike made a yelp cry along with Injector & Buzzclaw, as they along with Sky Shadow & Tarantulas were taken down.

"GRruagh?" Optimus landed on the ground in having dodge that attempt attack for him, before shaking the head to gaze up at the attacker; Inferno, who place his missile launchers on his legs.

"Your turn to burn, Optimus Primal!" Inferno address this off in calling this out of who's next to feel his wrath.

"And this time, there will be no escape!" Then Drago Wing flew down from above carrying Sky-Byte & Shadow Panther when they landed.

"A four on one battle!" Shadow Panther issued off in having a duel between them & Optimus.

"Hahahah, what's it going to be, Primal?" Sky-Byte laughed off with cockiness that there's no way the Maximal Commander can win.

Optimus Primal soon got on his feet, as his gazing eyes stared at the Predacons calling him out. Inferno's optics narrow down with a mean face along with Drago Wing, Sky-Byte & Shadow Panther, & so did the Maximal Commander. As far as anyone could tell what was gonna happen, there was gonna be…a Gun Fire Showdown. Optimus, Shadow Panther, Sky-Byte, Drago Wing & Inferno's hands were just itching away from drawing their weapons to shot the other first in this drawing contest. Nearby, the human children stop mid-way in the air to notice the events below.

"Woah, looks like we've arrived at a western film shoot out?" Odd stated in noticing what was happening & what it kind of reminded him of related to old west films.

"This'll be tricky, it's four against one?" Ulrich stated in seeing the numbers were against the Maximal Commander.

"Well you never know, Optimus may still have a few tricks left to play." Yumi commented as the gang watch things out from above.

But unknown to those having their drawing gun contest, Megatron was seen observing the event. His optic scans show between Inferno, Sky-Byte, Shadow Panther & Drago Wing on the right & Optimus on the left, the bots focus on one thing. The tension was high, Sky-Byte, Drago Wing, Shadow Panther, Inferno & Optimus continued to stare down the other, as either one of them was looking to see who would draw & shot the other first. Hands itching, eyes gazing, it was looking like it could be any day now until…Inferno was the first to draw both missile launchers followed by Shadow Panther's Neuro-Quasar Cannon, Sky-Byte's left tail claw/missile launcher, Drago Wing's bat-theme taser gun until….

"Poof…BAMfruvhm…./BAmfruvhm…." Optimus drew his guns first & blasted Inferno across the distance while the other shot went overhead of the other Preds.

"Hah! You Missed!" Drago Wing taunted that the metal ape missed; then again, two shots would only knock out half of their four count.

"Did I?" Optimus raised an eyebrow to challenge that question.

"Wait, what's that sound?" Shadow Panther heard something from above, & saw debris rolling nearby before…

"Oh No! GYAAAARrrauaughhh!" Sky-Byte yelped out a loud scream as they realized Optimus started…a rock slide.

Soon the three field commanders to collided against rolling boulder rumble. And once more, Optimus Primal was seen as the victor.

"Unreal, he got them all." Sissi smiled as the children saw from above that Optimus won.

"Hugh. Not all of them!" William yelped to notice, something not right.

It very well seemed like it was over & Optimus Primal won the Showdown, but apparently, someone else was watching from his optic view…

"Hello, & Goodbye! Transmetal Optimus Primal!" Megatron issued off to say this as he brought his T-Rex fingers from his shoulders to take aim at the target.

Now Megatron's optic shows he has Optimus as his target to catch him by surprise.

"We have to stop him!" Jeremie alerted that if nothing is done, Optimus will get hit.

"I'll try to aim, maybe I'll hit and…" Odd was trying to focus his wrist, but felt his injuries made it hard to aim right.

"Wait…look!" Aelita stopped Odd to point something occurring that the rest noticed.

Meanwhile, at this very moment, Megatron had Optimus in his sight. It looked like the enemy was gonna shot the Maximal Commander in the back. Optimus didn't look like he would dodge this attempt that was gonna happen so suddenly in time…

"Frussvhhmmmm" Then at this moment, something was seen sky dive-bombing in to cut Megatron's view range of Optimus: it was not a Maximal or the human children, but…Silverbolt!? "ARRRRrooo-WWWwoooowwwhhh!" Silverbolt let off a mighty wolf's battle cry while transforming to fly straight towards…a surprise Megatron about to take the shot at Optimus.

"CLUNFruvhmm…/GWUUARRRRughhhh-AAAaarrruaghhhh!" Megatron was heard screaming from being knock off a cliff by the winged-wolf Fuzor.

Just as Silverbolt & Optimus were seen looking down at the falling foe in the deep canyon abyss.

"Consider that my resignation from the Predacons, Megatron!" Silverbolt clutch his fist in stating he's resigning himself from working with the Predacons; by a more aggressive action against his former leader.

"GRUUAARrughhh-UURAArrrrughhh!" Megatron was heard yelling out in fury from falling from such a height while being betrayed & missed chance to finish off Optimus at the perfect moment.

And now Silverbolt's next attention was off from Megatron, towards the Maximal Commander he saved.

"I know now that my place was always with the Maximals." Silverbolt soon looked up to Optimus in stating about where he was truly meant to be this whole time; those that act out different from Predacons; the Maximals. "May I, join you?" Silverbolt asked this off in honestly wanting to join the Maximals here without any regret or hesitation in where he feels he belongs.

"RARRrooughhh-ARROoouuurrrughhh!" Megatron's continued his screams as he vanished from sight soon afterwards from reaching the bottom of the rocky canyon.

"Well now…." Optimus turn away from seeing Megatron's falling out moment to stare at…the winged-wolf Fuzor from his request & his actions thus far seen. "I like your resume." Optimus smiled off to shrug off the shoulders in stating from his view; Silverbolt has a great future; as a Maximal.

Silverbolt showed a smile on his face in being pleased to hear such words, that means he's accepted by his own heroic acts that show what a true Maximal is. During the same time, heroic trumpets are heard sounding off as if the noble warrior achieved a great deed today.

"Optimus!" Jeremie's voice was heard, as he & the other human children landed on the ground from their Over-Vehicles to approach the Maximal Commander.

"Jeremie…everyone, I see you…Ugh?" Before Optimus could say more, Aelita came to give him a hug around his waist.

"Your back…I'm so glad you're back. We feared you were gone for good." Aelita expressed much rejoice, the Maximal who always helped look out for his crew & everyone…was back from the great beyond.

"Well, lets just say, I was gone. But luckily, someone helped bring me back." Optimus return the hug in holding the pink girl's shoulders, expressing his thoughts in what he knows occurred before his return from destruction.

"That must have been Rhinox, he must have gone to find you? But still, it makes sense why he used that blank Protoform…it was for your Spark. The theory of that is…it's unbelievable?" Jeremie was having a hard time processing how someone could use a Protoform without a Spark, to place a new Spark in it to give new life on a Transformer with an old person in a new look.

"It is, fortunately, I'm glad to be back." Optimus smiled to state this in seeing the smiling faces of the children. "And I take it you meant someone here who helped stop Megatron at the last second." When he let go of Aelita's hug, he presented Silverbolt to the children who helped saved him from a close call.

Soon Silverbolt got on one knee to rest his hand on & kneel his head down in a noble knightly way before the children.

"My deepest apologies for my earlier actions that seem hostile towards you children." Silverbolt made an apology for which he needed to correct what he did that put the children in harms way. "I to was lost in who I was, what I was meant to be…I did not know until such recent events showed me. But…can you ever forgive me?" He explained himself without ever hesitating to acknowledge the wrong he did & only ask, for forgiveness.

The children were also surprise, they did not think this Fuzor they meant had something like…being humble & noble: principle type of treats unlike that of Predacons.

"I think you more then proven just who you are." Aelita smiled to express her thoughts in knowing that Silverbolt is who he is; his character says it all. "You're a friend, that's what's important. And everyone here can see, you belong here." Aelita was very certain, Silverbolt has the great qualities of being a Maximal.

"You are too kind miss." Silverbolt humbly spoke that such praises are much to generous for him to take.

"Hmmm?" Optimus suddenly shifted his head in another direction. "It looks like there are still a few others left to tend to?" He stated to say with a serious sounding tone.

Everyone turn to where Optimus was looking at, & behind a rock cover, everyone saw Torca stood out; & beneath him was Bantor, Noctorro, Air Hammer & Volpex. When it looked like another fight was gonna happen, Silverbolt stood up to stand between Optimus & the children with an extended wing.

"Wait! Let me speak to them. Like me, they too…were just the unfortunate lead astray. So beforehand, let me reason with them, to know the right from wrong." Silverbolt asked this request to talk to those he came to know, knowing he can try to reason with the lot that saw…something that was not right when they were Predacons.

There was a moment of silence, but Optimus gave a silent nod to allow it. With a nod from Silverbolt, he approach to stop inches away from those taking cover, unsure of what was gonna happen.

"Friends, there is no reason to hid, they will not attack. And you saw what I did, did you not?" Silverbolt spoke in trying to get those to calmly understand, they will not be harm, not after what just happened.

"You mean knocking Megatron off into the abyss, yeah, we saw." Bantor remotely commented in having seen what the good & noble bot did in turning against the Predacon leader.

"Then you must understand, why I did it?" Silverbolt expressed the understanding of such an action.

"Well, it means your siding with them, ain't'cha?" Noctorro scratched his head to state in what was likely the answer; Silverbolt is jumping sides.

"Because I noticed something through the Maximals different then being a Predacon." Silverbolt firmly exclaimed to mention this that caught the others attention. "They have sentiment of not destroying those that have lost or be at the mercy of the oppressors…like we experienced as Predacons. They show compassion, understanding, & help each other." Silverbolt choose'd his words carefully to nobility speak every last bit for his message to be clear.

"You mean like…Teamwork & Cooperation? Didn't Megatron say…" Air Hammer raised an eyebrow in recalling what Megatron said was similar, did he not.

"He also said they can be flexible with Backstabbing & Treachery? Followed by wanting the destruction of his enemies. I don't know about you lot, but a group that harms others without concerns or cares & doesn't respect each other isn't quite the team I want to be apart of." Volpex expressed herself in how she felt that was not quite the team to be playing on if the players can't trust each other.

"Then…you understand? I know we only know each other under the last remaining Mega-cycles, but after time with the Predacons & with the Maximals…the choice is obvious, of where we belong?" Silverbolt spoke in expressing the feeling, that though they know another for but mere hours, they know where they truly belong.

The new Fuzors seem very conflicted about this, certainly it seems like the Maximals were different then the Predacons. But would it be so easy for everyone to switch sides.

"I…don't know…I did a bad thing?" Torca looked distracted & bothered with a heavy guilt. "I…hurt…the Key…& even, almost crush life of odd creature with tail." Torca knew what he did, & came close to crossing a line.

"He's talking about you Odd." William elbow the guy nearby in knowing the discussion topic.

"You are the only one with a tail?" Ulrich lightly smiled in knowing Odd has a tail, it's a dead giveaway.

"Oh sure, rub it in, your just jealous." Odd rolled his eyes in trying to not be bothered & say the others are jealous of his cool tail.

"Torca, listen to me, yes, what you did was wrong, but…we all have made mistakes. Our greatest mistake, was believing we were Predacons when our place…was by the Maximals." Silverbolt explained that despite how they got here, they finally see the truth, of who they are & truly meant to be.

"But still…I…Hugh?" Torca was suddenly cut off without warning.

Then to everyone's surprise, Aelita had approached the spot while surprising Silverbolt. Then the pink haired girl approach the new Fuzors, & to their surprise, gently touch Torca, the large bot was lost, but Aelita had her eyes closed in focusing before opening them…as she smiled.

"You don't have to suffer, I can feel it. Your intentions are good…you felt fearful of hurting us, & responded with question & hesitation." Aelita smiled to speak in understanding that, Torca was a strong, but very kind giant tht didn't want to hurt them. "I can forgive you all, because your not really our enemies, but our friends." Aelita looked to the new Fuzors to expressing the truth & they are all friends here.

That speech by Aelita made the Fuzors feel something, as if learning that the Key's power is not just something to dominate, but maybe…from her character. After all, to turn an enemy into one's friend, is something those that thought they had no chance to join the Maximals just discovered.

"If Aelita says so, then perhaps we can all begin a fresh start." Optimus spoke in sensing these bots deserve a second chance in knowing who they are meant to be. "Your all welcome to join us." He offered to welcome those into the fold of being a Maximal.

"Seriously, aren't you the least bit concern? It sounds like…your giving us the choice then forcing it on us?" Bantor asked in never having meant a bot that said they can choose, then just follow orders.

"I think…we can trust them. If they meant us harm, they would have done so." Air Hammer spoke in sensing that perhaps, the Maximals, are the side they are meant to be.

"Well, I maybe an old reckless bot, but even I know a line to never cross. Guess it took this to prove it to me?" Noctorro shrug off to admit that it's better to learn one's mistakes, even if sometimes it takes a while for the reckless types to get the data to process.

"I guess the votes are in." Volpex commented to say this as much as it's surprising to believe it. "Ah, ye won't rough us if we question you, will yah? Cause we already got plenty from our last leader?" She sheepishly asked something if Optimus was gonna be nicer then how Megatron treated them.

"Hahah, no…we treat everyone fairly." Optimus laughed a little to assure Volpex, they don't do that sort of thing & they all help another.

"It's true, even us." Sissi nodded off to also agree.

"Right, & we're only human children." Yumi pointed off that even if they are not Maximals, they help each other out.

"So…we're all…friends?" Torca asked in feeling like, he doesn't have to feel regret anymore.

"We are, & we can probably use some help fixing our other friends." Jeremie nodded off to say with a smile on his face.

"If they need help, look no further, Volpex can help heal the others, as she did with us." Silverbolt spoke to offer that someone here is a great healer.

"Right, so wha are we wanting fer, lets get going?" Volpex replied off in deciding if the group wants help fixing the others, they best get going.

"Alright then, lets head home." Optimus nodded off to say in seeing it's time to head home with everyone here.

With everything settled, everyone prepares to head back towards where the rest of the Axelon crew are waiting, with good news of victory, & new welcoming of comrades.

* * *

 **LATER ON**

 **INSIDE THE MAXIMAL BASE**

The scene opens up within the Maximal Base, as we see the CR Chamber's hatch opening up with repairs being done to Rhinox. Volpex was seen helping Dive-Bomb with other repairs on some bots as they were starting to look like brand new. At the same moment, Optimus was being filled in about what has happened recently while he was…'away' after his last known memory from being caught within the Planet Buster, & of things around him presently that came afterwards.

"So to sum things up, the Alien Explosion did this hugh?" Optimus spoke off in stating from what he gathers to observe how that Quantum Surge change the Transformers bodies into Transmetals. "And that somehow, it changed Aelita & Odd?" He stated in also noticing that besides Transformers, organic types like Odd & Aelita, are the first flesh creatures to change to. "Then tell me? How do the new bodies handle Energon Buildup?" Optimus asked this next question of how the Maximals can handle when near too much Energon building up in their system.

"Not an issue around here, Big Bot." Cheetor smiled off in stating that it's all good, no problems at all.

"Yep. In fact, we haven't had a run in with any Energon Build-Ups for a few cycles." Aquarius smiled off in stating that they haven't had a problem with build-ups for a long while.

"This sector of the planet got the full force of the alien beam." Rhinox approached to explain the course of what happened that they were able to tell that change much of this world by some standard approach.

All those present either sat on console chairs or stood around: Dinobot, Rattrap, Optimus,Dive-Bomb, Longrack, K-9, Armordillo, Wolfang, Razorbeast, Snarl, Bonecrusher, B'Boom, Grizzly-1, Leo, Mach Kick, Drifter, Aquarius, Lynxa, Jackrabbit followed by the children; Jeremie, Aelita, Odd, William, Yumi, Ulrich, Sissi, plus Artemis. Along with the new addition of Maximal types called Fuzors: Silverbolt, Air Hammer, Bantor, Noctorro, & Volpex. Pretty much because of their large sizes, Grimlock & Torca stood halfway in from the elevator hatches.

"All the Energon locally was either detonated or transform to Stable Energon Cubes." Rhinox informed about how either the Raw Energon they could find on the planet's crust maybe gone or perhaps became a stable source then it's raw crystal form. "As for the rest of the planet, we'll have to wait for Tigatron's report. Along with all the other Maximals we sent off to explore the changes & other pod crash sightings." Rhinox shrug off to state the fact they need more information about what has gone over the rest of the planet, which luckily, they have some bots on the job.

"Right." Optimus nods off firmly in seeing how the situation has developed: that's about the full scope on what they know.

"Sounds like we joined in at the right timing." Bantor commented in guessing they pick a good time to help those short handed.

"Don't threat none, if your short on bots, we're the next best thing!/Punch!" Noctorro issued forth to say while punching his fist together.

"Just what we need, more recklessness?" Dive-Bomb rest his hand to his forehead; more reckless bots that he'll be fixing from any battle damage.

"Not all of us are reckless." Air Hammer calmly spoke to state this of being cautious.

"Right, ye can expect even kind hearted giants like Torca here if ye like." Volpex replied off to agree while notifying Torca is not like a reckless behemoth.

"Ugh….tight fit?" Torca struggled to squeeze through the hatch.

"Eh, get use to it, me Grimlock did." Grimlock shrug off to say in having to live with not fitting.

"And on another side note, we learn something." Jeremie stated to say this out of the blue.

"What's that Einstein?" Odd raised an eyebrow in sounding curious.

"That the new type of Transformer Species, seems to have only occur when the pods malfunctioned? Aelita managed to sense that while she was out." Jeremie pointed out what they managed to learn in how Fuzors seem to be made by a certain standpoint on ground support.

"It seems that the Quantum Surge caused some error that when performing a DNA Scanner, it must have chosen two native life forms simultaneously & combined them." Aelita pointed off in how they now understand how Fuzors are made, when a DNA Scanner from a Stasis Pod malfunctions.

"Wait, does that mean like…some mythical two cross species could become real?" Sissi asked in thinking about beast of legends & myths that might exist that are Transformers in disguise.

"That certainly would get a lot of attention." Yumi held her chin in thinking how much popularity Fuzors would get, as they stand out as new genetic cross breed species.

"That's nice & all, but how did Megatron get the Fuzors to join him? These bots hardly seem Predacon to begin with?" Lynxa asked a very good question, how did these Fuzors get fooled into working for Megatron.

"My guess, is that when their defenses were down, Megatron may have had access to their activation codes?" Longrack pondered to think the scientific method Megatron perform to achieve such a goal.

"Of course, the malfunction must have caused unexpected side effects? Possibly a significant data tracks were loss, & their personalities dominated by a single trait." Dive-Bomb exclaimed to realize the truth of how the Stasis Pods gave the new Fuzors what little it could from lost of data tracks.

"You mean something that carries them to be either good…" William guessed in maybe a good 'trait' would make the bots realize they are Maximals.

"Or possibly towards being evil?" Ulrich exclaimed with a firm face, thinking any bad 'trait' would lead another down the Predacon path.

"So ugh, what traits do they have?" Razorbeast asked in not sure what type of trait helped which.

"After much time fighting & getting to know another, the answers seem basically clear." Drifter wisely spoke in meditating on seeing the truth is clear to them as plain as can be.

"Well Silverbolt shows a form of chivalry." Snarl pointed off that Silverbolt was acting like a noble knight.

"Yeah…& Noctorro might show to be a cantankerous old geezer!" Grizzly-1 rolled his eyes in seeing Noctorro was an old bot that acts reckless.

"Heh, thank ye kindly for them thoughtful words." Noctorro replied off with that 'rowdy' type of tone.

"Next is Bantor, he seems to show the ideal image of a soldier." Armordillo pointed out how Bantor has good characters in being a soldier.

"Air Hammer is pretty fast while focus on a task, seems perfect for a recon specialist." K-9 pointed out another thing that Air Hammer showed himself in what he was good at.

"On the battlefield, Torca's size belies his combat skill to hand-to-hand combat. But it seems off it, he's actually one of the most quiet, contemplative, even bashful beings one could imagine." Leo explained in having noticed much of Torca's abilities from when he's on or off the battlefield.

"Then there's Volpex, she's very skilled with a gift for healing & concern for others, but it seems her temper & attitude, might need work?" Aquarius pointed off in seeing how Volpex had good points, but flaws as well.

"Excuse me? Was that a tone of sarcasm? Or did you forget I helped heal half as many injured bots here?" Volpex protest in not liking someone saying her temper & attitude are her flaws.

"So then, what about the others? They weren't reprogram, so why stick with the Preds?" Mach Kick shrug off in wondering about the other Fuzors that never got reprogrammed & still acted like Predacons.

"I've noticed that Quickstrike displayed a sense of cruelty. It's hard imagining, but he seem alright in where he felt to belong." Silverbolt shook his head in stating what he saw from Quickstrike of acting like a tough guy.

"You wanna question them, Buzzclaw shows he's a savage, powerful warrior, focused & stoically confident on the battlefield, immensely arrogant, condescending & boastful of it. Or so it seems, few would guess underneath that deadly, proud, snide exterior he is actually a horribly insecure wreck of a robot." Bantor issued off to remark how Buzzclaw may show things, but he'll break down with doubt if you judge him.

"Another is Injector who's got self-esteem problem, he has too much self-esteem. And get this, he's convinced he's the handsomest thing on six legs." Noctorro pointed this off that surprised many; with a horrible face like the one Injector's got, how can it even be called; handsome.

"The other being Sky Shadow, he seems to be somewhat a slimy politician, & not just his Beast Mode. He's like an elder statesman, popular, well-spoken, & generally liked by his constituents. If anything, behind that face, he's a two-faced, maybe three, backstabber." Volpex explained another bot like Sky Shadow, he maybe an elderly bot, but he's got something to hid his true face.

"I suppose Terragator can be described as…a stinking Predacon? The only thing about him is he smells offensive, where some bots just have some sort of problem, or a bad job, he appears to love nothing more than being in filth all the time. He could hid in a swamp & we never notice he's there." Air Hammer explained things that can describe Terragator, though in truth, there's not much about a bot that likes to get dirty & smelly.

"That is….very strange to figure out his character?" B'Boom scratch his head in trying to process that information.

"Hmmm…Volga…is warrior…strong & fight anyone, not care who gets in way. Very dangerous." Torca slowly spoke in stating that Volga, was a dangerous enemy to watch out for.

"Sounds like Megatron's got himself some nasty new troops." Bonecrusher pondered to think in having heard enough to learn that the Preds have new nasty comrades to keep themselves company.

"Whatever the opponent, we'll stand our ground." Wolfang issued forth that they will not fall against such odds.

"And we are not alone, now that we have our commander again." Artemis commented to say this with a positive matter of looking on the bright side of things.

"Yes. Well what's done is done. In the meantime, I got a lot of catching up to do." Optimus issued off in knowing that he needs time to catch up on things that went on while he was 'away' as many know. "People to meet." Optimus stated in looking proudly at Silverbolt who smiled back along with Air Hammer, Noctorroa, a little from Bantor, Volpex & even Torca; as the new faces the Maximal Commander will get to know. "Things to do. All the things that went off when I was gone." He issued off in addressing that he has a few things to do now that he's back & ready to continue his commander duties. "Specifically…" Then Optimus rest his hands on his waist while looking at…Rattrap. "To have 'Rattrap' clear all his JUNK out of 'MY' Quarters?!" Optimus was making a lecture scold tone towards the rat bot who yelped in having upset the guy for having taken his quarters as 'his' own while the commander was away.

"Rattrap?" Cheetor narrow his eyes to remotely state in learning that Rattrap 'actually' took Optimus' Quarters after this whole time after the Planet Buster thing was settled.

"Wait! You actually took Optimus' Quarters?" Jackrabbit yelped in realizing what the rodent did & they never noticed or heard about it till now.

"I can't believe after what happened when the alien weapon was destroyed & Optimus sacrificed himself, you later decided to move your stuff into his captain's room?" Jeremie exclaimed in disbelief that Rattrap took the captain's quarters when the Maximal Commander was believed to have perished.

"Mrrrrruhm….Optimistic Vermin?" Dinobot narrow the eyes in seeing that the rodent took advantage of Optimus being gone to live in a new & better living quarters then the rest of the crew.

"Hey, Come On? Give me a BREAK, will yah?!" Rattrap exclaimed off to say this in speaking his defense while being given the hard look of his actions of moving into Optimus' living space without saying nothing. "Eh, the guy was dead?" He shrug off to simply state how he thought when Optimus perished, he asked about having the commander's quarters. So…no use letting it go to waste; right?

"HRUUARRrughhh!/CLUNKfruvhm…." Then an upset Dinobot snarled off before….whacking the rodent's console chair.

"Whah-Ahah, Wah-Haaaaugh!?" Rattrap was seen yelping as he was spinning around on the console chair to be in a dizzy state.

"Hugh.../Same old Rattrap." Sissi signed as Yumi shook her head in seeing how that went for Dinobot to give it to Rattrap without warning.

"Whelp, one thing that's good about this, is that things are back to how they use to be." Odd smiled off in seeing this funny display, that things are feeling like they are back to how they were before the big change from the Quantum Surge.

"Maybe Odd, but you can't deny, things are changing, for us…& everywhere else…" Aelita stated in feeling sure & firmly serious that…things have changed for them & everywhere else.

The children took those words into consideration, Optimus Primal maybe back, but his return is on a changed view of the world they live on. What other changes will they all face, is unknown to anyone at this time…

* * *

 **ELSEWHERE AT THE TIME**

 **WITHIN THE PREDACON BASE**

The scene opens around the area where Golden Discs were kept before Dinobot came & stole them while leaving some destruction in his wake; including the bot-size hole he escaped from. Tarantulas was in Beast Mode scaling up the walls to inspect the surroundings.

"Hugh…so? Dinobot took the Discs. And destroyed my backup." Megatron was seen in Robot Mode, taping his fingers in counting down the things he's been told. "But…we are 'blessed' with your complete recovery." He issued off in sounding grateful that the she-spider was not harm during such encounters.

Blackarachnia sat near the destroyed vault records display device, as it spark from the destruction done to it.

"I exist only to serve you, Megatron." Blackarachnia stood up to proclaim that she exist to better serve the Predacon Commander in a pretend devotion.

"Eh, yes…" Megatron lightly responded in having to be told this by the 'crafty' she-spider. "And my Backup Data Tracks…Your…'Sure'…that nothing could be recovered?" Megatron held out his right hand, asking that maybe there was a small hope some data might have survived.

Then Tarantulas dropped down from above while making an Energon Web threat from his new Transmetal spider body.

"Yes…Nothing at all?" Tarantulas asked off in sounding curious too, was there nothing that could be salvage from the data.

Both Tarantulas & Megatron wanted to desperately know, if the backup data tracks were truly lost or not.

"As you can see?/Clip!/CLUnkfruvhmm…" Blackarachnia used her right pincer hand to 'snip' the wires on the dangling control board, as it dropped heavily on the ground. "Completely destroyed." She rest her left pincer hand on her waist, claiming the data tracks, were destroyed before they could be saved while keeping a low smile in stating how it happened.

"Grrrrrrurrgh…ORrrugh!" Megatron lets off a growling sound before turning to take his frustration out on…Tarantulas.

"Tehh-Clunk!/Oooouugh!" Tarantulas yelped from being slam smack dab into the side of the wall; looking almost like a flatten spider. "Vrushvm…/CLOMpvhm…." Then he lost his hold & his hold on the Energon Web thread, as Tarantulas slam down hard on the floor.

"Yes…" Megatron responded off with an upset look in seeing; his backup data were destroyed & can't be recovered. At least, that's what Blackarachnia has said while the facts remain, that the Golden Discs still have the data if they can be reclaimed.

Megatron suddenly brings out his rollerblades from the bottom of his feet, & then…begins to roll around the room in having to experience his new development from his new Transmetal body.

"Well…we enter a new phase of the Beast Wars then?" Megatron declared off in knowing that as of now, the war of the Predacons & Maximals has begun to change into a new turn of events as he passed over a knock off Tarantulas

When Megatron stops rollerblading around, he transforms into his Beast Mode while skate-blading still.

"Future developments should prove…VERY…Interesting…" As Megatron said this, he begins to disappear within a darken shadowy area with his eyes narrow a bit; being all mystical about how the future developments of things yet to come, shall prove very interesting to…acquire.

"Yes…" Blackarachnia slowly spoke off with her pincer hands on her waist. "Very interesting indeed." She responded off to sound very pleased to agree on Megatron's assumption on future develops.

For when Blackarachnia blinked, she reveals her eyes are displaying '1' & '0' codes. The backup data tracks Blackarachnia downloaded to her mind, & the crafty she-spider shall use this information of her own accord. As we zoom pass the data in the eyes, they began to fizzle out before the scenery went off. As the future develops of the Beast Wars enters its next chapter with new upgraded bots of all kinds, & what else the planet may hold…This was not the End, far from it, this was just….the Beginning…

* * *

 **NOTES:** A brief explanation about how Fuzors are made & what traits make them who they are (Perfect for fitting in as either Maximal OR Predacon).

Well now, finally got this chapter finished & boy is it something fans enjoy. In the next chapter, Jeremie's group finally return home to Antigo after surviving things that happened from the Quantum Surge. But civilization is not gonna be the same, not everything survived, & once more….unknown changes have happened around people to become afraid of what's become of those that experienced new changes & once more, the existence of alien life which is both off world & on their world. While Professor Sumdac tries to keep folks calm in rebuilding their world in what they survived from, Agent Bishop brings forth new ways in which to handle the rising problems. There is no telling what things may happen, & what happens when the Lyoko Warriors who have undergone change from appearing almost human, are seen for not being 'normal' by the public. And what is wrong with the other 'few' children that are showing strange symptoms. More & more problems will arise with new enemies, & new friends to meet along the way. Stay tune to find out how it all goes down…


	4. Chapter 04: Change Is Hard?

Alright folks, this here's an original work I'm adding in to spice things up a bit. Yes, the VISION-KING has some new surprises. So better buckle yourselves up, cause if you thought the start was amazing, then your about to enter a new chapter in the Beast Wars to really liven things up. And it's stuff that some have been either wondering or pondering, & we'll have a few answers right here. So hope you'll like it, for now, kick back, relax, & enjoy…

* * *

 **Chapter 04: Change Is Hard?**

 **LOCATION: MAXIMAL BASE**

The scene slowly opens to show the Axelon Ship, there were a few Maximals outside working on cleaning up the mess from when the Predacons tried to attack them. Many were checking the base's systems, trying to fix the Auto-Guns, improve the Base's Shields that fell, & much more. But inside we saw Silverbolt & Volpex walking down the corridors, discussing somethings…

"So tell me Bowser boy, is this life more suited to your personality?" Volpex commented off to mention how things are going for the noble Fuzor living under being a Maximal now.

"Why yes, it very much is. I'm just glad Optimus gave us all this chance." Silverbolt responded in grace in knowing, their new commander, gave many of the Fuzors that left the Predacons, this chance to join the side to which fit their Maximal function.

"Well be thankful fer your stubborn noble self fer wanting ta include us. Air Hammer & Noctorro are getting use to things, even Torca finds himself comfy in de back of the ship's hanger fer a bot his size." Volpex shrug off to commonly state if not for Silverbolt, none of them would be here where life as a Maximal, seem a bit less the action of being a Predacon & treating others as equals.

"Yes, well, he & Grimlock are indeed of need of more space. But, we all get fair share." Silverbolt lightly smiled in thinking about how two large bots need a lot of space compared to every other bot in the base.

"Hey there Silverbolt, getting use to your new surroundings?" Odd's voice was heard as the two Fuzors notice Jeremie's group approaching them.

"Hmmm, yes…it is rather nice. Tell me friends, are you staying here as well?" Silverbolt nodded off to say while asking, if the children are staying within the Axelon just like the new bots.

"Sorry, but after everything that's happened, we gotta get back home." Yumi pointed off that they have another place to be.

"Our parents are probably worried sick of where we are after thinking the whole world was gonna be destroyed." Sissi pointed off what happened long before the Fuzors even came online.

"Your parents, hmm…and you say they live in a city?" Silverbolt held his chin to ponder this with fascination & that the children live outside the protection of the base.

"It's called Antigo. But while we been struggling to survive after the Quantum Surge hit & everything changed, we don't know what's happen back home. My dad might be worried, I wanna make sure he & everyone else are safe." Jeremie explained that he's worried about his father & anyone else since they have not been in contact.

"Then if I may, I shall offer to give you protection on your return home." Silverbolt proclaimed to humbly & nobly offer his service for the children.

"Um, no offense, but even if you were in Beast Mode, folks would freak out of seeing a wolf…who has EAGLE WINGS!" William raised an eyebrow in thinking if Silverbolt even came, even in Beast Mode, folks panic at the sight of a wolf with wings cause it's so unnatural.

"Not to mention what happened to Odd & Aelita, they changed to look more like half a different species." Ulrich pointed off that Aelita had elf-ears & Odd had feline features, which leaves them to stick out like sore thumbs.

"But, we just have to go! I'm worried about Jeremie's father, Milly, Tamiya, & everyone else." Aelita issued off in sounding worried about everyone she has come to know.

"Besides, we'll just wear cloaks, probably most folks will that will convince others that they lost their homes or something." Odd smiled off in stating a simple disguise will hid their…less human looking features.

"Oh for pitty's sake, are ye daff? You don't suppose someone might find hiding yer self a wee bit strange?" Volpex rolled her eyes in thinking that plan has too many holes in it; someone is bound to suspect those in cloaks as something suspicious.

"Well hey, it works in those wasteland movies I seen." Odd shrug off to simply state what he thought could be a good plan.

"Hugh…I can tell this is gonna be a long day. But hopefully the Predacons won't be active after what occurred." Volpex signed in knowing that while the Preds are recovering, this task sounds almost as difficult that it'll need someone with a level-headed bot in charge.

"Okay, lets go inform Optimus, hopefully we can also report how things are looking back home." Jeremie stated in where to go before they leave for home.

Many were in agreement on that idea, maybe when the human children visit their home after everything that's happen, they can report any new findings that took place. But for some that were happy to return home to check on friends & families, the thought of what they will find after what happen that change their world, may leave a scary truth of what they'll find…

* * *

 **1 HOUR LATER**

 **THE REMAINS OF ANTIGO**

The scene opens to where a Trans Warp Gate appeared in an abandon street near the junkyard, before coming out where Jeremie's group, plus Odd & Aelita wearing cloaks while Silverbolt & Volpex were in Beast Mode. The Warp Gate soon closed in on it's self, while everyone slowly looked to their surroundings. What was once a busy street, was a wreck, what were once colorful buildings were but broken & in ruins, & some electronics flickered or displayed static from weak signals. This was the place Jeremie & the other more human children once knew…as Antigo.

"By the Matrix, was this yer home?" Silverbolt exclaimed in seeing this place for the first time.

"Yeah….at least, it was?" Jeremie shrug off to lightly state on what this place….use to be.

"Well fancy that, it looks no worse fer wear then back aboard the Axelon?" Volpex raised an eyebrow that compared to how much the Maximal Base got hit by the Quantum Surge, this whole city looks much more a wreck.

"Ugh, I'm not getting any cellular reception?" Sissi groans in seeing that her phone was not getting anything.

"The phone lines must be dead, especially when all the telephone poles look much worse for wear." William pointed off in noticing that the phone towers are wrecked along with the cable wires disconnected.

"Is this…really all that's left…are our families…" Yumi was almost too afraid to ask, if their families are safe or worse, they…

"Wait, look! HIGH-TECH's tower is still standing!" Ulrich pointed to notice that the tower beyond the junkyard, was still standing, but somewhat in the rough shape as the Maximal Base's outer layer.

"HIGH-TECH, wha de blazes is that?" Volpex raised an eyebrow in not having heard such a name.

"Nothing much, just a place that works on developing new & better technology. Which in some ways, they're almost close to Cybertron tech." Odd shrug off to state that HIGH-TECH was a business in working to make advance technology.

"Do you think if it's still standing, they had the technology to protect themselves?" Aelita asked if the tower survived, others that took shelter near it are safe as well.

"The Axelon had it's energy form Shield, it's possible. Lets head there, we'll cut through the junkyard." Jeremie stated in thinking it was possible, but they need to go & inspect it.

Slowly everyone was seen walking quietly & silently through the junkyard to reach the other side where HIGH-TECH's tall structure was located. But along the way, they saw many buildings that were barely standing while others were crumbled down.

"My word, there's only so much structure left still standing. But, where is everyone else?" Silverbolt pondered in seeing there was hardly any life, where were the other humans.

"My dad said that during major crisis, everyone would head for an emergency bunker that HIGH-TECH made against city wide destruction. We're heading there now, they made it somewhere close to the building within the junkyard." Jeremie explained this much about an emergency action where everyone would head for a city wide bunker to keep themselves safe from any crisis that would destroy a city.

"Watch out!" A young boy's voice was heard from above.

Without warning, two boys wearing tied kitchen appliances attacked Silverbolt as the Fuzor yelped to shake them off. Volpex was about to lash her nine tails at the unknown attackers when Yumi cut her off to…recognize the little boys.

"Wait a minute! Hiroki!? Johnny!? Is that you?" Yumi yelped in knowing the two boys; one was her little brother & the other was his best friend.

"Don't worry sis! We got this suspicious wolf before he could pounce of you!" Hiroki issued as he & Johnny tried to restrain the winged wolf.

"Hiroki! Get off! That's not an enemy, he's a friend!" Yumi lectured her little brother that Silverbolt was no enemy, but a friend.

"A friend? But…he's got wings?" Hiroki raised an eyebrow in noticing this creature was…really strange.

"Yeah, come to think of it…there's even a fox with nine tails?" Johnny noticed Volpex in which she was also a strange creature along with Silverbolt.

"Oh really, & I suppose just having two tails is too much to be considered a normal fox?" Volpex rolled her eyes to remark about how many tails would she not need to appear like a 'normal' fox.

"We can explain everything, but is it just you two?" William stated to explain, but they needed to know if the boys are alone.

"We''re here!" Then above was a little girl's voice, that everyone saw who slide down the junk pile.

"Milly & Tamiya! Your both alright." Ulrich raised an eyebrow in recognizing the two little girls that are wanting to be journalist & are friends with Hiroki.

"Yeah, thanks to Mr. Belpois. He helped kept everyone in the bunker under control when it felt like the planet was doomed." Tamiya explained what occurred that they were thankful to Jeremie's father for the save.

"But tell us, what happened!? And who are these guys? New Maximals? But why do they look so different? And…" Milly was wanting to ask a bunch of questions until her focus was on Odd & Aelita. "Why are Odd & Aelita wearing cloaks?" Yep, to any journalist, there was something to be said about these things.

"Oh boy, do we have a crazy story to tell you." Odd rolled his eyes in knowing they got a crazy story to tell these little group.

After having taken the time to explain things to the little ones, there were many surprises to learn about. The Planet Buster, Optimus Primal's sacrifice, the Quntuam Surge that turn some Transformers into Transmetals & caused some Stasis Pods to have errors in the DNA Scans to cross two animals DNA to make the Fuzors. But the most was hearing how close the Maximals were almost wiped out if not for the return of Optimus Primal in a blank Protoform body to turn the tide, & even brought in other Fuzors that felt they were not really Predacon material over to the Maximals side.

"Woah, that is so unreal!" Tamiya exclaimed in having heard this, it was very unreal to believe it happened.

"Optimus died one minute, but he came back in a Protoform body, & half the Transformers have become Transmetals because of that surge that hit us." Johnny exclaimed in having narrow off all of the stuff that was really hard to believe.

"Not to mention that many of the pods that were above our planet fell, & some of them created these cross two mix breed Beast Mode Transformers called Fuzors. It's like the birth of Earth's old mythical creatures come to life!" Milly exclaimed in hearing so much that they all can't believe a new breed of Transformers called Fuzors came from the Surge.

"But the weirdest thing, is hearing Aelita's become some Half-Elf & Odd's a Cat-Man?" Hiroki raised an eyebrow to point out in hearing what happen to their friends, they…changed.

"I know, odd as it sounds, it really did happen." Odd shrug off to simply state how that's what happened.

"Well we believe that part, especially since…" Johnny was about to say something until he hesitated from saying anymore.

"Since what?" Ulrich raised an eyebrow, did seeing Odd & Aelita's new appearance not surprise them as much; but why?

"Well, something happened while you were away…it's…" Tamiya was about to say something when…

"Look, something's happening up ahead!" Sissi cuts in to notice something ahead.

"I see people! Maybe our families are there?" Yumi pointed to notice a large gathering of people.

"Lets get close, but not too much. Last thing we want, is everyone to see….well…those of us here that are a little out of place?" Jeremie alerted that they get in close, but because their group has those that look a little 'alien', they best keep a distance.

Suddenly on the off sight view, the children & Fuzors noticed a large gathering of humans around a setup hover stage by the HIGH-TECH building. Many had shown expressions of concerns, worries, & most of all, FEAR, of what has happened in the last couple of hours. They wanna know some answers to their questions, & soon walking up to the mike was Professor Sumdac, as he tap on the mike that made an eerie screech sound to catch everyone's attention.

"Everyone, please calm down." Professor Sumdac spoke forth in calming the crowd. "That's better, now allow me to introduction myself. My name is Professor Sumdac, I'm a scientist in robotics within HIGH-TECH. Now many of you have questions & concerns of what has occurred." He issued forth in trying to have everyone listen while he gives some answers.

While the guy spoke these words to ease the unstable crowds, Jeremie's group saw Professor Sumdac; for some, it was a first time.

"Yo Jer, you know that guy?" Odd asked in never having seen the guy before.

"Well I haven't meant him in person, but my dad works closely with him. He's one of the few that treats my father like an equal even if he works in the junkyard next to HIGH-TECH." Jeremie explained that Professor Sumdac is someone that even his father feels he is a friend within HIGH-TECH.

"TELL US WHAT HAPPEN TO ONE OF OUR MOONS!" A man cried out in demanding answers.

"AND WHY DID SOMETHING ELSE HIT US!" A woman yelled this out in wanting to know what happened.

"WHAT HAS HAPPEN TO OUR PLANET!" An old man shouted in demanding to hear the truth.

"Everyone, please…one at a time!" Professor Sumdac held up his arms to calm everyone that was in an uproar. "Hugh, I am truly sorry to say that one of our world's oldest mysterious have been solved, but in a most unpresented twist." He stated in mentioning that which should catch a crowd's attention.

Hearing that caused the gathered people to remain silent, it sounds like something about their planet's mystery was about to be revealed: but what's this about unpresented twist that had to occur.

"As many know, the largest moon has never been reach, & scientist have been trying to figure out why for years. However, there were recent events that revealed other mysterious on our world we had yet to explore." Professor Sumdac started off to mention about the history involving the largest moon that many have tried to reach, but never succeeded. "Many of you recall a flying island that crash down the outskirts of Antigo, a strange beam was sent to the large moon & through a strange tear in space. And during our search, found a strange structure that sent forth a burst of energy that converted our largest moon into something we can say is…alien to us." When he mentioned this stuff, many from the crowd knew about the flying island fiasco & that it involved something making contact with the largest moon the people of Earth couldn't do.

"ARE YOU SAYING ALIENS WERE INVOLVED!?" Another man from the crowd yelled in wanting to hear, if aliens were involved in such things which got more folks to become concern.

"Yes, for the longest time, mankind believed there existed outside intelligent life, & this proves it. Unfortunately, the government has been concealing such things only to not cause a panic. But now with the events that have occurred, concealing is meaningless." Professor Sumdac explained that the government has been keeping such alien lifeforms from being made public, but after what happened, everyone in the world knows.

"WELL THEY DID A GREAT JOB UNTIL NOW!" An old man snapped off to make a protest.

"WHAT WERE THE ALIENS TRYING TO DO?" An old woman shouted to demand what the aliens wanted.

"I'm afraid there is something many have yet to know, so we will reveal it." Professor Sumdac stated before he brought form something in a glass case to pull off the sheet to reveal: a glowing energy crystal: Energon! "These crystals here are unlike anything found, for they contain energy outputs that…the larger they are, the more quality they can be used to power civilization. However, as recently, it was also discovered that these crystals can cause an explosion; the which means the larger the quality, the more dangerous & bigger the explosion reaction will be unless tread carefully. And our planet has so much of this, if ignited, could cause world-wide destruction that the unknown aliens that turn the moon into a weapon for such a purpose." The professor was not holding back, he revealed everything that the Energon pose as both a great source of energy, but if not treated correctly, could level landscales, mountains, cities, maybe even countries to their whole planet.

This really caused the crowd to gasp & started to whisper to themselves of the potential threat such energy crystals pose.

"But Wait! If that's true, then did that mean you guys prevented our planet from being BLOWN Up?" A lonely glasses wearing woman spoke in realizing that somehow, HIGH-TECH help stop the destruction of their planet; right?

"Unfortunately HIGH-TECH did not have the means to overcome such an obstacle. We have only just started to uncover much of these crystals vast energy output while the aliens themselves know more to put it in use. The last resort would have been using a nuclear weapon to destroy the alien weapon from breaking our planet." Professor Sumdac explained much more into the deep meaning behind everything he was revealing to the public. "But faith smiled on us, as something else destroyed the alien weapon & saved our world. However, we have yet to identify the party responsible." He spoke this that everyone heard, that another party was involved in saving their world.

"THEN WHAT ABOUT WHAT CAME AFTER!?" A lonely hobo man shouted in liking to hear the next truth; the truth revolving around the Quantum Surge.

"Please calm yourselves, what impacted us was a Quantum Surge of energy output mix from the destruction of the alien weapon. As of now, much of our world suffered a heavy impact, even with the use of HIGH-TECH's latest energy protective barriers, the damage done to cities is quite large. At a rated scale, 60 percent of human civilization is either destroyed or left in ruins." Professor Sumdac tried to calm everyone while explaining how much their world has been inflicted by the planetary surge energy.

A lot of crowds felt quite disturb about that, & they were not the only ones. Jeremie's group were overhearing everything & knew that from the Planet Buster unleashing the full force on half their planet & the next half was the Quantum Surge, it's a miracle half what mankind built survived.

"Oh man, this doesn't sound good?" Yumi stated in knowing this wasn't turning into a topic folks will get over fast.

"Just wait, pretty much think they'll bring up another thing that will make things worse." Ulrich stated in having called it; & soon…he was about to be right.

"WHAT ABOUT THOSE THAT GLOWED FROM THAT WAVE!" Another man spoke up about another topic.

"I SAW MY NIEGHBOR GLOW & USED FREAKY POWERS!" A woman yelled out to state someone she knew glowed strangely.

"I SAW A CO-WORKER CHANGE TO LOOK INHUMAN!" Then another man shouted this to get some answers too.

"Please, settle yourselves, everyone!" Professor Sumdac tried to regain control of the outburst of hearing these questions. "It seem that this Quantum Surge caused an unforeseen transaction in the genetic code of a few certain amount of human beings that have been exposed near these energy crystals our research team has label as; Energon." He explained that the likely cause of the outbreak of glowing people, revolves around the Energon it's self.

From afar Jeremie's group looked on with worry for two reasons. One; was that the theory about being exposed to the Energon long enough during the Quantum Surge did effect organic life forms like Aelita & Odd. But the second one; was how did someone else know what the energy crystals were called Energon outside the Transformer species.

"It seem that those that had these energy crystals grow within their environment or have had a collection of such, or without knowing where they are & have much in contact for long duration of time, have been suspect able to a new change. The other possibility is when the Energon was ignited, it's particles were in the air & many have breathed in large quantities, enough to also cause a change." Professor Sumdac was coming up with the basic theorizes in how the Energon contact has slowly done something to the human body during long exposure or contact, to cause change to which the Quantum Surge heighten the effects. "Right now, we have determine this as evidence of a Metamorphic changing. It's properties can almost be identical to when organic life comes into contact with radiation from nuclear power & radioactive waste. The evidence shows changes in plant-life, animal life, & even human beings. A Mutation of DNA." He stated to mention the most basic way of addressing such a strange new change.

This announcement caused many of those in the crowd to chatter amongst themselves. Even Jeremie's group felt worry, because it seems the theory of there possibly being others affected by the Quantum Surge, is coming true.

"Right now, we will try to settle everything that has transpired. HIGH-TECH will aid in rebuilding society & lost homes, as well as trying to help those that have been affected by the surge." Professor Sumdac assured the crowd that they at HIGH-TECH, will help to resolve everything by rebuilding & helping those affected by the surge.

"Your thinking is too small professor." Another voice was heard making this claim.

"What?" Professor Sumdac yelped to look around, who said that.

"You should leave the last objective to the train officials." The same deep male voice issued off in sounding very…demanding.

Suddenly, something was seen appearing that overshadow the stage & the crowd before they looked up. They saw a large airship hovering above shaped almost like a spear, given a light violet line paint job & made with Earth technology advances. This was the Battle-Class Flagship: Delphi. And also hovering nearby were 4 small, silver painted craft ships capable of carrying 10 people. These were Transport Assault Craft Ships: Copperhead. And soon one of the Copperheads flew down to land near the left side of the stage, & out of it came the man in black with shades: Agent Bishop.

"Woah, who's that?" Sissi yelped in seeing a strange well-dress man of business suddenly take center stage.

"My money is on that it isn't good." William stated in having a bad feeling about what's to come.

"Mr. Bishop, what are you doing here?" Professor Sumdac exclaimed with an upset tone of who showed up unannounced.

"Sorry professor, you can handle the work of rebuilding structures & improving living & safety measures. But the threat has only been increased." Agent Bishop spoke this off with a blank & sternly firm tone on another topic.

The crowds became confused, what did the man in shades mean. Soon Agent Bishop tap his mike to gain control of the speaker system to speak to the crowd.

"People of Antigo, my name is Agent Bishop, I'm an agent from a Governmental department called: Sector Seven." Agent Bishop introduced himself & what department he works for. "It's true we been keeping the existence of Alien life from all of you to prevent wide-spread panic. But now that the secret is out, it's time to reveal to you this: though one threat seems dealt with, the real root still remains on the planet surface." He explained everything in a precise manner, & didn't hold anything back.

Crowds began muttering to themselves, & Jeremie's group became concern because it sounded like besides the other aliens that tried to destroy the planet; was Agent Bishop talking about the Maximals & Predacons.

"Recently there been reports of strange animal activity, the existence of extinct creatures, even larger size animals compared to their small standards…have been seen. I'm here to announce, those were not just mere mutated creatures, those were Aliens. Advance Alien machines, in short…Robots In Disguise." Agent Bishop announced this in explaining the recent reports of strange creatures, were in fact, aliens in disguise, or more to it, they were machines.

And that caused many of the crowds to gasp & start chitter-chatting without delay. But those of Jeremie's group also looked at each other with worry.

"How does he know about the Transformers?" Yumi whispered to the others, shock that someone else knows about the Transformers.

"However he knows, seems like the secret just became public." Ulrich exclaimed with a firm face; the secret of the Beast Wars may have just been announced to their world.

"As of this day, we made an agreement with HIGH-TECH's most advance development in artillery & weaponry to help combat these alien threats left on the ground. You've seen the ships we've prepared, now here's our soldiers to face the odds." Agent Bishop

That's when 9 other soldiers came out of the same Copperhead ship as Agent Bishop to march & about face with present arms. They appeared to be wearing armor that's almost a wearable tank, displaying a giant bulky appearance that looks like it can't be penetrated by small arms. Weighing over several hundred pounds & adding a foot to the wearer's height. They seem powered by cold fusion cartridges that were inserted into the suit's chest. The motors were located in the chest, powering the servos to allow the suit's enhanced movement. The visor appears made of a clear, durable material for the helmets fashion from the same style used by astronauts. They come with gun compartments located in the lower leg section. Which the gun weapon was made as a gauss rifle.

"These brave men are wearing the finest Powered Combat Suits made by HIGH-TECH's separated military program. Carrying C-14 Impaler type gauss rifles, accelerating ferromagnetic projectiles at hypersonic speed through a process of magnetic induction. People of Earth ,I give you our armed force: The Elite Guard!" Agent Bishop proclaimed to explain while having the motive to introduce their world's newest armed forces.

"Hooah!" The Elite Guard made a sound off to salute in a military fashion before the crowd.

The crowd seem vaguely impressed by the display, but it only made others with secrets, a bit more concern.

"Also a final announcement. With the events that lead to certain individuals mutating into these…Meta-Humans, rest assured that we will find & apprehend every last one of them for your safety." Agent Bishop announced that with the new existence of 'Meta-Humans', they will be caught, every last one that is running loose.

"Mr. Bishop, your talking as if the people affected by the surge have become monsters?" Professor Sumdac protest that this was getting out of control as if they were hunting down dangerous criminals when it's only innocent people that are afraid of what they become.

"They have professor, they just don't know it. I've seen it." Agent Bishop firmly expressed his means of having seen the events with his own eyes. "Some members in my unit displayed supernatural abilities, we have yet to know if the surge caused side affects to the mental state to drive them into aggressive states: thereby leading some to perform criminal actions. Therefore, for everyone's safety, all sightings of Meta-Humans are to be reported. No acceptations." He made a very firm & serious gaze upon the short chubby man to understand, even if they were human, the surge made have messed with the heads of any Meta-Humans to the point they do acts to endanger all human kind.

While Professor Sumdac was at a lost for words, Jeremie's group had seen enough to duck behind the junk after having absorb what has transpired.

"Does the man truly wish to make one's own fellow brother go against another?" Silverbolt raised an eyebrow in witnessing the acts of man turning against his other fellow man.

"Seems so, & judging by what he came with, making a scene when out number be a fools errand." Volpex remotely commented in having to see it for themselves, the new enemy is no joke.

"I just can't believe it! This be really-really big for journalist rantings, but really-really bad for those that are our friends!?" Milly gasped in seeing this as good, but more bad in how to view the situation.

"If these guys know about the Maximals & Predacons, then does that mean they might know about us too?" Tamiya feared if those government guys even know they are involved with the Maximals.

"Sis, what should we do if those guys come snooping for us for answers?" Hiroki asked in fearing what happens if government officials come to them for questions.

"Well we'll just have to pretend we don't know anything." Yumi issued off in hoping they can pretend they don't know anything.

"Then I suggest we leave & contact Optimus to get four of us out of sight." Jeremie issued in knowing if the Fuzors or their two friends that have strange appearances are seen; it will cause a bigger scene.

"Aww, but Jer, we just got here?" Odd complained about how they just got here.

"You wanna end up being that guy's lab rat?" Ulrich reminded Odd that if he gets caught, the government might do some experiments on him.

"Okay…point taken." Odd slightly stated in having to rethink his earlier statement.

Everyone hate to admit it, but it seemed like going back to the way things were, was not gonna be possible; especially for those that stick out too much then others. But just as the group were going to head off, there was some distant sounds of…roaring & insect screeching?

"Guys, what's that distant sound?" Sissi asked in not liking what they are hearing that could lead to trouble.

"AAaaaahhhh!" Then a distant woman's screaming voice caused everyone to freeze up & turn towards the direction.

"I think we just found out! Over there!" William issued in guessing they are gonna find out the answer to that question; & it sounds like everyone else will too.

The crowds were troubled, because before them were things approaching in the back side were giant size creatures attacking each other without a care. Sure one was a polar bear, & sometimes folks can be a bit surprise by their growth, but a GIANT Mosquito was DEFIANTLY not normal.

"Give up…this time….there will be nothing from keeping me from DESTROYING You!" The giant mosquito spoke off with a screechy heighten tone voice, stating what he plans to do to the polar bear.

"Oh Yeah! Says you, you Bug-Eyed Blood Sucker!" The giant polar bear made a tough guy remark right back, in what he'll do when the insect comes down.

But before the giant animals could do anything, their attention was turn towards…the large gathering of human crowds. The folks whispered to each other because not only were the large size animals fighting the other, they could talk in the Human Tongue, which should be impossible unless… Agent Bishop was right, these were the aliens left unattended.

"Woah, seems we attracted a bit of a crowd?" The polar bear exclaimed in seeing their little tussle attracted nearby residents.

"Then lets give them a REAL Show!" The mosquito proclaimed that it's time they give the people what will really drive them nuts. "Transquito – TERRORIZE!" He issued off his Activation Code, a phrase only those that know Transformers go by.

Suddenly the mosquito let out an insect buzz cry, before his body parts shifted to transform from Beast Mode to Robot Mode. The exoskeleton frame was violet color theme, but much of his Beast Mode covered other parts. The insect rear behind was split to act as knee-boot armor, the insect underbelly with six legs was split to act as gauntlets for the tan yellow-brown robotic hands, & above the tan yellow-brown waist was the mosquito head acting as the chest-plate while the backside had the wings. The helmet was fashion like a manta-ray with stinger dreadlock ponytail, sharp crescent fangs under & above the sharp fang teeth in the mouth area, & red color optic eyes. He pulled out what looked like a missile launcher as his active weapon on hand. Truly this was the new large size Mosquito Predacon named Transquito, & he looks like he can drive anyone bonkers & really cheese off everyone around be it friend or foe.

"Bringing out the big guns, huh? Well I ca do better!" The polar bear remotely stated that anything the bug can do, he can do it even better. "Polar Claw – MAXIMIZE!" Then he too announced his own Activation Code on the spot.

Then the polar bear lets off a loud bear roar, as his body was changing to transform from Beast Mode to Robot Mode. The exoskeleton frame was crimson red theme, but there was much fur from the polar bear covering from the rear legs on the legs, front bear legs on the back shoulder joints, fur on the shoulder to the elbow & hand tops, & lastly a lot of backside fur on the back area. The metal parts were dark silver shape knee to bear-style feet with red toes, dark-silver bulk arms followed by red gauntlets to hands with sharp nails, red metallic waist & bulk chest, dark silver abs & a center light-blue lens. From the helmet frame shape like a gear-crown, the head was style to look like a mouth guard, & had light-blue optic color eyes. The weapons on hand seem to be the bear claws style with the left like a grapple launcher & the right had some beam cannon. There was no mistaking the new large Polar Bear Maximal called Polar Claw, as someone with much ferocity & frenzy to be unleashed on targets.

"RAAUUUrrrughhh!/Eeeezzzzz!" Soon Polar Claw & Transquito were charging in to duke it out in a mindless sense to attack without a plan when….

"Powfruvhm…BOOMFruvhmmm…" Suddenly, a strange interruption of a large shot was fired & exploded in the middle; knocking both bots to skid across the ground.

"Hugh!?" Both new Maximal & Predacon looked at who fired that attacked, & the answer…was from Agent Bishop who held a hand up to signal the Copperhead ship to have open fire after aiming.

"So, our escapees show up here….an unexpected development?" Agent Bishop exclaimed in recognizing the two escaped creatures they had contain until their recent escape due to the Quantum Surge knocking out the power to contain them. "Luckily, this will provide a perfect chance to display what we can do." As he mentioned this, the Elite Guard was moving to act as shields for the government man. "All troops, Open Fire!" Then Bishop gave a hand out signal to begin firing.

Without warning, the Elite Guard fired their rifle shots that caused the two bots to take cover behind some fallen wreck cars by the junkyard.

"Heeeeyy! What gives here? Your interfering with our Battle!" Transquito snapped off to complain in what the humans were doing by cutting into their fight.

"Oh boy, not this guy again? And he brought friends!" Polar Claw remarked off in seeing Bishop again, & he came with friends carrying weapons too.

Seeing the events of the Elite Guard blasting at the bots that were pin down made things hard. But Jeremie's group knew that this was bad, if being pressured, the bots might end up fighting back & then the human race may see both Predacon & Maximal as enemies of their world.

"Aelita, you have to give them cover." Jeremie instructed what Aelita should do at this time.

"Are ye Daff!? Ye wanna save the one who's more Predacon?" Volpex raised an eyebrow in seeing Jeremie wanting to help someone that sounded & acted more Predacon then Maximal.

"Jeremie's right, this was unexpected, & frankly we cannot allow harm to come to the humans if we don't remove the problem before them." Silverbolt exclaimed in a noble sense in understanding what they need to do.

"I'll help provide cover, then the rest is up to you Jeremie." Aelita stated in knowing what she will do, & trust everything to Jeremie & friends.

Knowing they had to do something, Aelita decided to provide cover. Letting off her angelic-voice, she was digitally creating new land-structure to act as a barrier wall. The sudden action caught the Elite Guard & many of the civilians observing this off guard.

"My word…where did that come from?" Professor Sumdac raised an eyebrow, what could have possibly caused a change in land structure.

"I don't know, but I have reason to believe…it came from outside force." Agent Bishop narrow his eyes in suspecting…interference.

The new bots suddenly noticed that the firing cease to notice a new wall that was protecting them.

"Hugh!? Where this come from?" Polar Claw raised an eyebrow, ground doesn't usual rise up & provide cover from heavy fire.

"I don't know, & I don't care….But what I do know, is that if those fools wanna destroy something, I'll leave you to it!" Transquito issued forth to say in not caring & soon took the chance to buzz off into the air, leaving Polar Claw behind the cover of the attacking humans.

"Hey! You chickening out!" Polar Claw yelled out in seeing the bot just take off.

"I'm bugging out! I can fly away to safety, enjoy being turn to scrap metal!" Transquito issued off to say while dodging any fire aim from below, as all cares about is escaping.

Now Transquito soon flew to be completely out of firing range, which made the other Elite Guards focus on firing the one left behind: Polar Claw. And the wall barrier was cracking from each hit, it would break in a matter of minutes.

"If I ever make it out of this mess! I'll personally rip that little mosquito's wings & break his nose…or mouth…which it is!?" Polar Claw snapped in sounding ferocious right now in liking to tear that mosquito in two.

"Hey! Over here!" Ulrich's voice was heard speaking from behind the big Maximal.

"Hugh? What the…?" Polar Claw turned to look in seeing something that left him…puzzled.

The loud blasting caused the wall to crumbled before long, & when the Elite Guard moved in to apprehend the target; the bot was gone. The truth was, Polar Claw escaped through a digitally made tunnel by Aelita's handy work as Ulrich lead him out to join the others.

"I don't know who you are, but thanks for the save." Polar Claw exclaimed in being grateful for the help.

"Do not worry, as fellow Maximals, we do not abandon a fellow comrade." Silverbolt spoke to humbly state that they are all fellow Maximals.

"Yeah, pretty much what he said. But mind telling us who you are & how did you get here?" Volpex raised an eyebrow to ponder, where did this new bot come from; they never heard of a Maximal named Polar Claw until just now.

"Names Polar Claw, all I remember was me & that nasty bug Transquito, were in some weird place behind clear box walls. When all of a sudden one day, everything got hit by something & that gave us the chance for freedom. And we escaped from where THAT guy came to see us! The made in black & in shades." Polar Claw explained about where he originated from & apparently, he & Transquito were 'guest' under Agent Bishop's care.

"Woah, so you escaped from government control? Cool!" Odd exclaimed in surprise, he never expected this.

"It won't be cool if those soldiers find us, we need to getaway." Yumi issued that they need to get out of here, & fast.

"Great, as if things were not bad enough! Now what?" Sissi complained in how they can get moving from here.

"Here's the plan, split up to divert their attention while allowing Odd, Aelita, Silverbolt, Volpex, & Polar Claw to escape through a Warp Gate. The Elite Guard won't attack those of us that aren't real threats, okay." Jeremie explained the plan, they divide & conquer so that they can meet up later.

Everyone knew it was dangerous to split up, but they had no choice. But as many were moving, Jeremie noticed some of his friends looking…a bit under the weather.

"Hey, you guys okay?" Jeremie asked in noticing that Ulrich, Yumi, & William looked either pale or aching from pain; but why now of all times.

"Sure, no problem…it might just be from when the Preds gave us that last thrashing." William crack a little smile while enduring some unpleasant pain in his belly.

"Are you certain friends, some of you seem a little…under the weather?" Silverbolt raised an eyebrow in suspecting something afoot.

"Yeah sis, you look like you might throw up? Like when you…" Hiroki was about to say until he got cut.

"Hireoki! Don't…mention…anything!" Yumi made her little brother not say another word.

"But, are you guys gonna be alright, you don't look so well?" Aelita asked in also feeling concern as well.

"Heh, it's just the excitement, we overcame much worse." Ulrich shrug off to lightly show they can tolerate this.

Jeremie felt concern, but he had to trust his friends. Soon everyone split up, some went off to try to distract the Elite Guards from finding the Maximals.

* * *

 **YUMI'S LOCATION**

The scene opens in a junkyard spot where three Elite Guards were patrolling. Suddenly, the sound of a tin can was heard in one of the split paths.

"Hey what was that?" One Elite Guard asked in having heard something.

"It came from over there!" A second Elite Guard pointed where the sound originated from.

"Lets move!" The third Elite Guard ordered that they get going.

But as the soldiers were moving, Yumi came from behind her cover, happy to see she managed to trick those guys to going down the wrong path.

"Okay, now to regroup with Jeremie &…UUuuogh….oohh…" Yumi was suddenly cut off from a sudden painful feeling as she clutch herself. "Really, what's with this sudden urge of pain….uurrrrugh….it really, hurts…" As she felt so much pain, she didn't notice her body was glowing bright whitely. "AAAahhhhh…" She let off a painful scream as the brightness blinded everything.

Suddenly after a few short moments, the bright white light cease, thus allowing Yumi to slowly push herself from off the ground after an unexplained event.

"Pant….pant….pant….what….just happened? Ugh, gotta meet up….with everyone." Yumi was feeling woozy, she slowly tries to pick herself up.

But while Yumi slowly lifts her head up, she noticed a full size mirror nearby, & nearby jumped at what she saw was…Herself, but different! Yumi still looked basically the same down to her black hair style worn down & her brown color eyes. But her outfit was changed, consisting of a form-fitting, pink & purple body suit with a 4-leaf Sakura flower mark across the upper right chest area. Dark-gray shoulder, wrist & knee pads with some pink lining style design, plus wore pink & dark-gray style theme boots. Around her stomach was a steel clamp on just the left & right side while leaving the center unattached. There appeared to be two strange pill shaped objects above her eyebrows. Yumi looked at the mirror & then at herself, realizing that when she pinch herself, she wasn't dreaming. The girl had changed into something…between dressing like some ninja & appearing like a geisha but without the makeup: she was like some kind of Ninja-Geisha.

"Hugh! Is….that….Me?" Yumi touched her face along with the little marks on her forehead, & examine her new outfit; she's…changed! "No way, my appearance…I look like some Ninja-Geisha? How…" She was lost, it was as if…she became like what happened to Odd & Aelita; how was it possible.

"I thought I heard someone screaming, lets check it out!" Suddenly a voice was heard from the corner, one of the Elite Guards heard Yumi's scream.

"Oh no, no-no-no….if they see me, forget going back home, they'll try to go for my family! How am I gonna…" Yumi was worried, cause it's her against arm soldiers, & she doesn't even know what's become of herself now.

During her panic moment, Yumi's pill-shape objects glowed that when she directed it towards the opening, caused other junk piles to shift their weight to fall all over the location. When the dust cleared, Yumi's pill-shape object cease glowing when her nerves were calmer, but she noticed it all from the mirror; what she did.

"Woah….what did I just did? Could it be…?" Yumi was a bit lost, but she tried to focus on some tires which were then…levitated by her mind! "Woah, I have Telekinesis!?" She was so startled that she lost hold & drop the tires. "For now, I gotta meet up with the others." She decided to save the questions for later, she has to meet up with the others.

Yumi quickly exited the scene while now was her best chance; yet in the back of her mind, she knew the others would never believe what happen to her.

* * *

 **ULRICH'S LOCATION**

"Well those guys won't be reaching anyone soon. Now to…" Ulrich was about to get moving, until he yelped to clutch his gut. "Gugh…GOoowwwwhhh!? Uuuugh….what's wrong with me?" As he felt a strange sickness, his body was emitting a bright white glow. "Feeling…like Odd after too many burritos….AAaahhhhh!" He muttered off before letting forth a loud scream.

Suddenly when the brightness of the white light faded, Ulrich was in a sit position out cold until his senses came back to him.

"Ooooohhhh….that was….weird." Ulrich slowly tried to push himself up from what happened to him.

However when Ulrich noticed a puddle of water, he rubbed his eyes in thinking he saw things; when in fact, it was real. Ulrich still basically appeared the same with his brown hair & brown eyes. However, he obtain a strange new outfit is a yellow & brown body suit, plus a yellow headband on his forehead. He had a black device strap on his back which was half-way attach around the underchest region, had a black sash around the waist, & a brown with a black line center leg band on the left leg spot. Wearing shoulder pads, wrist guards that had yellow lining design, while on the brown leather boots were black tops with red-violet lining. Within the backpack device were what seem like swords with black guards & yellow handles covered with black braided cloth while the blades are metallic grey in color. Ulrich thought he was half-asleep, so he splash the puddle of water on his face, only to learn her nearly gag from the bad water, & learn…he's awake. The boy was changed alright…it was like seeing one changed into looking like a sword fighter: but base on the swords he pulled out were Japanese Swords called: Katanas, which made him a Samurai.

"What-the-what!?" Ulrich was stun shock, & noticed he had katannas & what he looked base on his outfit. "Am I…a Samurai?" The guy was lost alright, how did he suddenly appear to look like what he sees himself right now.

"Hey I think someone's over here!" Suddenly another Elite Guard's voice was across the distance from having heard Ulrich's outburst.

"Dang, I gotta hurry before….waugh!" Ulrich tried to leave, but it tripped over a muffler.

"Guuooawugh!" The moment Ulrich made contact with the ground, two more of him got split off. "Hugh!?" The Ulrich trio noticed each other to look at the other. "Woah….Triplication?" They all saw it, it was like…Ulrich can made himself into threes.

"Over this junk pile, come on!" Another Elite Guard's voice sounded off, as footsteps are heard.

Without warning, the Ulrich trio suddenly began to move off in a yellow blur. Trapping the Elite Guard in a triangle pattern to see three boys, but the blur continued. They fired to hit only two while the other one bash through & escaped in a yellow blur flash.

"What happened?" One Elite Guard asked puzzled here.

"I….don't know?" A second Elite Guard was unsure himself.

"There were three boys, we shot two, but they vanished? And then the third one ran off like a blur?" The other Elite Guard stated in what he saw, but still felt so confused.

Ulrich was seen blurring away freom the scene until he stopped to notice, he was several feet away from the Elite Guard.

"Woah-ho-ho-ooohhh! I was just trying to sprint off, but that felt like a Super Sprint!" Ulrich looked at himself again in amazement in what he can do now. "Looks like I'll catch up to Jer with a little surprise." He smiled with confidence, looks like he may have a surprise to share later.

Now Ulrich used his dubbed Super Sprint, to zip off to meet up where Jeremie would be at.

* * *

 **WILLIAM'S LOCATION**

"Pant-pant…urrrgh….what's wrong with me…" William ached from the pain he was trying to fight & endure. "I thought my injuries were better, but….ugh…the pain keep increasing!" He clutch his chest as if feeling the pain grew worse until…he began to glow. "GYRraauaghhh!" He let off a scream as he glowed white within a bright light.

Suddenly after mere moments, William was on his backside laying on the ground, before regaining himself while feeling a bit irritated.

"Oooohhhhh…man, I feel like I got hit by a rock?" William complained from what really ached him. "Ugh, why does my back feel so heavy?" He yelped from feeling an increase pressure on his back.

Now William pushed himself up enough to take a second look at a rear-mirror of a car to almost lose balance cause…well, cause of what he's looking like. William still was basically the same, messy black hair, & even the navy blue color of his eyes. But his appearance was different, his outfit consists of a white, dark & turquoise body suit. The pattern was line off followed by different zig-zag upon the chest area with two buttons. He wore a red sash belt around his waist. There were also thin metallic turquoise style boots with red gem ankles, protective left wrist guard, & shoulder pads. But what else was surprisingly was what was on the back was a massive sword, longer than William is tall, has a wide,single-edged blade & a long, thin handle, & blade is silver in color. It's only difference was a red handle & a simple triangular design on its hilt: this unique sword was called a Zweihander. William looked at his massive sword, & tap it's blade to feel it's real which meant everything about this was real. The tall boy has undergone change…he's become someone who carries a big heavy sword: just seeing himself & what he wields, it's like he became a fighter on the front lines to take risk, a Doppelsoldner.

"Holy….what happened to me?" William saw what happened to him, & he couldn't believe it. "I look like a Doppelsoldner from those video games…& I'm carrying a heavy sword: a Zweihander!?" He saw the weapon he was carrying on his back, & seem to go with the outfit he wore that he recognized from some game.

"What was that?" A nearby Elite Guard's voice was heard.

"Somoeone must be behind there!" Another Elite Guard was issuing off to state this.

"Oh no, where there's smoke, there's fire." William yelped in knowing this will make trouble. "Wish I could be like smoke & disappear before….hugh!?" He was complaining to say until he noticed something happening…

At that moment, William yelped as he sank down to vanish just before the Elite Guards showed up only to find nothing near. There was nothing around the area, nothing but white smoke on the ground.

"Hey, there's nothing here?" One Elite Guard stated in not seeing anyone here.

"Nothing but smoke, maybe a fog machine?" A second Elite Guard noticed junk & smoke on the ground.

"Forget it! Keep looking!" A third Elite Guard gave order to continue looking elsewhere.

While the Elite Guards left the sight, the white smoke was reforming into William. But when he rematerialized, he was now….hovering off the ground.

"Woah-woah….I'm…Levitating?" William yelped to regain control of himself as he…was levitating in midair. "Unreal! I can do Levitation & turn into white smoke? Hah, man, the guys are not gonna believe this!" He was so into this, that he just had to find the others & show them this.

* * *

 **MEANWHILE, JEREMIE'S GROUP**

Further near the end of the junkyard exit, Jeremie's group was seen coming out of it. When looking back, no soldier had followed them, the others must have succeed in distracting them.

"Okay, this should be far enough to get a Warp Gate & get us out of here for the time being." Jeremie issued off to explain this to the others that they can get out from this location.

"My friend, I am sorry that on your return home, you never found out what you came seeking." Silverbolt apologized to Jeremie in him having to come home, only to find what he wasn't expecting.

"Hugh….wait, someone's near!" Polar Claw suddenly became alert in hearing footsteps, someone was closing in on their location.

Coming from around the corner, the Maximals were almost prepared to pounce…if Jeremie didn't recognize the person who came into the light which was his…

"Dad!" Jeremie responded surprise to see his father.

"Jeremie! Son….your okay!" Mr. Belpois spoke with joy to come up to hug his son. "What's going on here, &…are these…Maximals?" He then lets go of his son to notice, the new Fuzors in the area along with Polar Claw.

"Yeah dad, kind of a long story…which unfortunately, we don't have time to explain." Jeremie shrug off to lightly state he'll have to explain things later.

"Yo Jer! Those boys in blue are gonna come knocking if we don't…" Odd was seen climbing across the junk with cat-like reflexes with Aelita flapping with her wings until they arrived; & saw who else was here. "Ohhh….ehehe, Mr. Belpois." Odd sheepishly smiled in seeing Jeremie's father…the first time in a while.

"Odd!...Aelita? Your…" Mr. Belpois was taken back to see these children, but looked completely different of having cat-like features & elf-like features.

"Yes sir, we look different. But we're still the same." Aelita slowly nodded to state that though different they are, they remain the same inside.

"Well I should hope so. Recently, everyone is starting to believe that the new breed of Meta-Humans are too dangerous to be left unchecked. And I've known Sumdac long enough that he never build anything that leads to war theme." Mr. Belpois issued off to say while having explained things from his side that this was not how one side of HIGH-TECH does things.

"That's nice & all that, but maybe we should focus on escaping." Volpex pointed off to remind everyone, they are trying to escape from capture.

"Pant-pant-pant…" Sissi was seen entering from elsewhere taking deep breaths. "I managed to get Hiroki & the others to stay with the crowd…pant, where are the others?" She explained in having taken Hiroki, Johnny, Milly & Tamiya somewhere safe, but didn't see the others missing from this gathering.

That's when something happened that caught everyone a bit off. Ulrich arrived, but in a fast yellow blur before coming to a complete stop while displaying enhanced reflexes. Then white smoke appeared out of nowhere that moved on it's own to form a shape & materialize it's self…as William. And lastly was Yumi who displayed enhanced balance action through the junkyard obstacles to arrive, as she summoned a long, pale pink-colored staff to help her leap & land safely on the ground before the bo staff vanished..

"Ulrich…Yumi…William!?" Jeremie stared in surprise at…what happened to his friends. "You….what happened?" He just couldn't figure out, how did three of his friends change like this.

"Take a gander guess & say whatever happened to Odd & Aelita, happened to us." Ulrich pointed off in knowing that somehow, whatever happen that change Odd & Aelita, happened to them a bit.

"But how is that possible? And why now!" Yumi asked in how this even happened to them.

"Hmmm….it's possible, maybe the Quantum Surge works on some organic lifeforms? But the moment of any signs of changing could be a delay reaction within certain individuals?" Aelita thought about this deeply, that perhaps the change reaction for some individuals, is a slower process then others.

"Oh, so in short, these guys are like Late-Bloomers?" Odd smiled in thinking of a cool way of stating those that had transform into something more that was more understandable.

"Okay, so we're not the same as before, we did some amazing stuff while losing those Elite Guards." William shrug off to comment while mentioning the cool new abilities they uncovered.

"Over there! This way!" Suddenly an Elite Guard's voice was heard, as loud noises are heard of footsteps approaching.

"Sounds like your 'friends' aren't too far behind?" Polar Claw pointed off in hearing the soldiers are coming.

"We need a little more time." Jeremie stated that the time to get a Warp Gate open takes a while.

"Right, we're on it! Come on Aelita! Time to bring down some junk in the junkyard" Odd issued off in seeing it's time to bring down the house, or more precise, bring down a bunch of junk to block the soldiers.

"Wait, just us alone might take too long, maybe all of us should do this…together." Aelita suggested something, that everyone should be involved; including the others that have undergone change.

"But three of you just got like this, what can you even do?" Sissi looked at the others to wonder, will Ulrich, Yumi & William be okay.

"Actually, while running, I picked up a few things." Yumi rubbed her back neck to honestly admit this.

"So did I." Ulrich smiled in also having picked up on new things when coming here.

"Make that two!" William exclaimed to also share in the agreement.

Now it was something, as Silverbolt & Volpex transform to Robot Mode, they along with Polar Claw aim their weapons out. Then the Lyoko Warriors brought out weapons too, Ulrich & William's weapons glowed blue to unleash Energy Slashes while Yumi brought out fans with black ribs & white plate with a pink & purple stripe design on them which glowed white as she tossed them off. Now after everyone fired their attacks on all of the scattered junk to cause it to come crashing down; which blocked the Elite Guard from reaching them.

"Dad, you should head home, I promise, I'll try to contact you when I can." Jeremie insisted this to his father that he'll try to contact him.

"Alright, & son…be safe." Mr. Belpois smiled to say this in being an understanding parent before taking off.

The Elite Guards blasted away only enough block junk to see a bright light shine, & they saw…the Trans Warp Gate. Jeremie & Sissi went in first, followed by the Maximals & the other Lyoko Warriors. The Warp Gate closed on it's self, leaving the soldiers stump in what they have witnessed.

"Sir, it seem those robot aliens came to save the other escapee. And from what we saw, it looks like some Meta-Humans have teamed up with them?" The lead Elite Guard commander spoke in a com-link, reporting everything they witness that transpired.

"Did you get an image of them." Agent Bishop's voice asked in wanting to know something else.

"It's not a perfect shot sir, but…" The commander of the Elite Guards responded until…

"Send the feedback, I'll deal with the rest." Agent Bishop firmly issued on the com-link in what he wants.

The scene shifts towards where Agent Bishop was on the stage, looking over to the crowd that was still shaken by what they have witnessed. But then through a holographic device screen, revealed images of the Maximals & the Lyoko Warriors, but much of the picture was a bit fizzled out, but the crowds saw strange things with those that looked almost human.

"Attention citizens, what you see before you is the truth. Robots disguising themselves as animals!" Agent Bishop announced this to the public in what they are seeing. "And it seems that the event of turning people into Meta-Humans is allowing them to recruit them in a power struggle." He mentions this as another serious factor of what was going on.

The citizens were very shocked & surprise, there were aliens among them in hiding as animals; & now recruiting those that have turn into Meta-Humans.

"This may not be the final step, between these aliens & any number out there, if they mean to conquer our world…then we'll bring them war." Agent Bishop announced that if these aliens or more bring hostility towards their planet, then they will strike back.

That caused the crowds to start making some loud cheer of protest as if siding to not allow their world to be taken over. Off stage, Professor Sumdac watch as Agent Bishop turn the crowds towards his side; when the chubby man felt a vibration to pull out his phone.

"Um, hello?" Professor Sumdac picked up his phone to hear voices on the other side; only to gasp in who was calling him. "Yes Sari, I'm busy…I'll be home later. Just make sure you & your sister don't leave." He issued off in being very strict about this while coming home later before hanging up. "Oh, I fear that things are not going well." He signed to look at this sight happening before him.

"Professor…" Then arriving on the scene was Mr. Belpois himself reaching the professor.

"Oh, Mr. Belpois…what are you?" Professor Sumdac exclaimed in being surprises to see his friend.

"Sir, I need your help…you're about the only man I can trust with something that might help during the cause of mass spread panic of aliens & Meta-Humans." Mr. Belpois explained the brief subject of what was about to happen, & needs the professor's aid in what is coming soon.

"Hmmmm….well, lets talk in private, I do believe things are heating up outside, & not in a good way." Professor Sumdac looked at what was happening with Bishop & the crowd, & thought best he & Mr. Belpois discuss things; in private.

Elsewhere, we see Transquito had landed on a ruin building to observe everything that transpired; & the results were not what he was expecting.

"Bah! They got away! And I was so looking forward to seeing that Maximal get captured…and maybe…dissected." Transquito complained that he hoped those government people that held him would have at least done something to Polar Claw; but he escaped.

"It seems you are lost." Then appearing from around a hidden corner, was Sky Shadow.

"Hugh!" Transquito turn around to notice another bot while aiming his weapon out. "Who are you! Talk or I'll…" The bot was on edge in not knowing what the heck was going on here.

"Calm yourself friend, I am like you…a Predacon. And I came to inspect the effects of this town that once kept the Key safe & out of reach." Sky Shadow explained why he was here, a scouting mission to learn what has happened in where Aelita was staying not to long ago.

"Key?" Transquito raised an eyebrow in not following.

"The pink haired child, she aided in that Maximals' escape. But do not worry, you can make up for it…by siding with us." Sky Shadow explained things while offering a deal to the New Pred.

"Hmmm….will it allow me the chance to destroy that white bear." Transquito pondered to think while asking for…payback to Polar Claw.

"If you so wish it." Sky Shadow allowed this request.

"Excellent, then I'm in. They have not heard the last, of Transquito!" Transquito proclaimed this while announcing his enemy will rue the day they ever meant.

"This is Sky Shadow to Predacon command, I'm coming back…& I'm bringing in a new member." Sky Shadow used the com-link to get in touch with Predacon Base, asking for a transport back & bringing in a new member to boot.

Then a Warp Gate appeared before Sky Shadow & the surprised Transquito. After that, the Preds entered the Warp Gate before it closed in on it's self, leaving nothing behind as no one saw them leave the scene.

* * *

 **BACK AT THE MAXIMAL BASE**

The scene changes to the Axelon Ship at this later time of day. The camera zooms in to where we seen some members of the Axelon Crew gathered upon the return of Jeremie's group with two surprises. First was Polar Claw as he stuck halfway in from the elevator hatch. And secondly, was the surprise to see Ulrich, Yumi & William had a change in their physical appearance just like Odd & Aelita.

"Oh boy, & just when we thought things couldn't go anymore South for the winter!" Rattrap signed in having heard something weird happened.

"Incredible, your saying this transformation occurred at a recent event?" Longrack asked this in liking to hear more on the subject.

"Well, there was a bit of pain." Yumi shrug off to mention what she felt earlier before her change happened.

"Really, I felt that too." Ulrich raised an eyebrow to mention this.

"Seriously, you were in pain?" William asked in hearing that, he experienced the same thing.

"Rhinox, Dive-Bomb, any thoughts?" Optimus Primal turn to those that might have any ideas or theories about this.

"Hmm…organic human beings turning into something from the Quantum Surge, a delayed reaction? It's possible that for some that have had more contact with any Energon in the area, they have not yet felt a change to their system." Rhinox held his chin to theorize what they can assume explains about a delay reaction in only certain few humans that came in contact with Energon.

"Yes, which will be even more a problem. Now the world knows not only that we're here, but now man will start hunting their own!" Dive-Bomb remarked the fact that one problem became two all at once.

"Well, at least now if your short on fighters, we can pitch in." Odd shrug off to sheepishly smile about how some of the children can pitch in when the Maximals need it.

"Hmmm…even though you have all just obtain these…grugurgurahhh….abilities; you still lack much experience." Dinobot hums to himself to study the new Meta-Human children, knowing they still lack much combat experience. "I advise that some drill-training will aid in future combats." He suggested that some training help those learn better control.

"Still, way to score points in bringing us in another bot Jer." Cheetor smiled in having heard how Jeremie & the rest found a new Maximal.

"Well we also know that if we aren't careful, we'll all be where Polar Claw just got out." Volpex remotelyt stated how they gotta be careful, or they may end up where Polar Claw was once kept.

"Yes, those…Sector Seven people…their technology, it's almost Cybertronian?" Silverbolt seem a bit bothered to think, some humans have technology almost similar to their own tech.

"Is it possible, they got ahold of a Stasis Pod & reserve engineered to learn about Transformer tech?" Jeremie asked in thinking that if the government group; Sector Seven, found Polar Claw in a pod, they might have reserve engineer the tech.

"Well I do recall coming out of one, so did that other bug?" Polar Claw pondered to think back in how he & Transquito meant.

"But how did a Predacon come out of a Maximal Protoform?" Sissi raised an eyebrow to bring up a good question.

"I think I saw one of those people use a different Locking Chip they stumble across & replace what was in the pod." Polar Claw thought back to what he recalled seeing when he was in captivity.

"Great, leave it to suspicious government people to mess with alien stuff that can produce evil enemies." William rolled his eyes to hear that some folks mess with making a new problem that increase the Predacon number.

"And it's those same people that are using technology to look for these guys." Ulrich pointed out that those Sector Seven will be looking for both Predacon & Maximal groups.

"What's to stop them from finding any of us?" Yumi asked how they can make sure, those people don't come to discover a crash ship hiding by holographic imagery that's concealing the base.

"Hmmm…we can try to create jammer devices that may affect Earth tech?" Longrack suggested a way that can help block out technology used by humans.

"It's possible, but we'll need a little help. Finding & making the materials & parts just got a lot harder to come across." Rhinox stated to mention how things will be tough to make such devices.

"Agreed, I'm sorry children, I know many of you were hoping to return home." Optimus nodded to agree on what the scientist said, & saw that for many of the children, going home seem impossible at this time.

"Maybe it's possible Optimus, I can try to work on a device that can camouflage those here to look like their normal selves." Jeremie suggested what can help those blend in as just normal everyday kids.

"Great, during the day, average kids, but at night, we're the Lyoko Warriors!" Odd smiled off in seeing they can live out a double life; like superheroes in comics.

"Well now, I can tell, I'm gonna like being with this group." Polar Claw stated that from the feel of things, he's gonna like being a Maximal.

"Eh, trust me….you have no idea what's next." Rattrap shrug off to remotely state the new bot doesn't know what he's getting into.

"Pay no mind to Rattrap." Cheetor waved off to say to ignore Rattrap's remarks.

"Yes, the vermin is a fowl thing to deal with." Dinobot remotely insisted on what Rattrap was.

"Hey!" Rattrap snapped off in having heard that remark.

Polar Claw couldn't help but laugh it up a bit from his newfound comrades. The children also chuckled a bit, knowing that even despite some setbacks, it won't stop them from trying to overcome the obstacles in the way.

* * *

 **ELSEWHERE**

 **SECTOR SEVEN BASE**

The scene opens to a strange location within the government facility of Sector Seven. While the scientist were working on new task of the matter of searching for the alien Tansformers & any Meta-Huuman sightings, Agent Bishop was seen walking into the room with a serious expression.

"Agent Bishop, what are you doing here?" A scientist man spoke up in seeing the agent coming in here.

"Is it ready?" Agent Bishop asked this direct question.

The scientist in the rom were puzzled, until the agent made it clear to them.

"The project you been working on to improve." Agent Bishop reminded the scientist of what he was referring to.

"We've nearly finished it's reprogramming." A second scientist exclaimed to state the near finished project.

"Then activate it." Agent Bishop issued for this thing to be activated.

"But sir, we don't know what will happen?" A third scientist spoke up to protest.

"The world is at stake, we need this project active now." Agent Bishop was very firm in his calling.

The scientist members were a bit hesitant in what they were being forced to do, but gave in. After pressing a few buttons, something in the corner was activated that the secure room lit up in red.

"It's become active sir." The first scientist announced they have turn the thing on.

"Good…" Agent Bishop responded with a firm tone in his voice.

"But sir, you should know that we haven't finished it's body? It'll have to remain limited to function here." The scientist tried to have the agent reconsider this because they are still not ready, they aren't finished with safety precautions, etc.

"All I care for is results. This new age specialized government program will tip the balance. For now, we'll have it work here, & when the body is finished, install it." Agent Bishop issued in sounding like a man of business, remaining calm, collective, & firm on getting things done before making the next step.

"I…yes sir." The scientist gave in from knowing, there is no back talking with the head agent of Sector Seven.

Soon Agent Bishop approached the red lit room, before seeing something. A large strange capsule glass where a hidden shadowy figure was inside connected to cable wires. But there was a terminal monitor screen on the ground floor inches away from it, as it flickered on to show…a strange eye symbol.

"I need you to monitor the networks & alert my men of any alien & Meta-Human sightings. And be especially on the look out, for these children." Agent Bishop was speaking to the strange mechanical thing in wanting information on subjects on the network; even showing imagery of Transformers & even the Meta-Human versions of the Lyoko Warriors.

The system simply ran it's course, a nearby vid-camera zooms in on the holographic image. Then words were displayed on the monitor screen: 'Confirmed' as it's response.

"Excellent, proceed as your instructed. I'll be back later…" Agent Bishop responded in seeing all will go well, as he turns to leave. "XANA." He spoke the name of the that which he spoke was the project's name.

After Agent Bishop left, something was seen within the large glass capsule. A large robot body almost similar to a large-size Transformer. The features were distinct knight-like theme with a long metallic coat, color scheme predominantly features silver with black in the center of the torso & the face of the head. There was long crimson metallic hair rising from the top of the helmet that reaches the feet. Large armor arms which features double the large size hands with black spiked wrists & razor sharp claws. From the face was black with red line marks trailing the bot from the eye-mask & mouth guard. Then on the terminal monitor screen, it displayed these words:

' **Program X.A.N.A., ready to proceed. Begin Learning Adaption Program'**

With that, the red lit lights went off, showing only the eye symbol on the monitor before it too, went out. Now a new threat was about to be unleashed by Sector Seven to watch for any alien & Meta-Human signs. But questions remain, what will the outcome bring, remains to be seen…

* * *

 **NOTES:** The flying ship is based on the Delphinus from Skies Of Arcadia.

The small transport ships called Copperheads appeared in Final Fantasy: The Spirits Within.

The military power suits are based on the CMC 400 Powered Battle Suits from Starcraft game series.

Ulrich & Yumi's change appearance is base on their Code Lyoko Avatar forms & using their abilities from the show. They're pretty much close to the Avatar Forms from Season 5 (AKA Code Lyoko Evolution) from a more evolved state then Season 4's design.

*Now as for William's outfit, it's mostly base on what he originally appeared at the end of Season 3 of Code Lyoko (along with his own abilities as seen in Season 4). However, envision the outfit a little more up to style as others in Season 5.

P.S.

If your wondering if William will get a black body suit (AKA when he looked like XANA William from the show), there is a 'yes' & 'no' to the question, because I have a special plan for that. What it is, remains a surprise…

Lastly, the enemy from Code Lyoko XANA is making a new return.

The body described for XANA as a physical form (considering it was a sentinel program without a proper body) is based on Omega from Mega Man Zero 3.

Well fellow fans, hope you enjoyed this original work, cause now we're moving onto the next episode event! Next chapter, Megatron sends some of his Predacon units to different areas to perform certain task assignments. Tarantulas has his own plans, which goes behind Megatron's back when they come across an area of stable Energon Cubes. But at the same time, some Maximal party consisting of Silverbolt & Rattrap, investigate something suspicious in which the Predacons are involved. Plots begin to twist when Blackarachnia plans something behind Tarantulas to regain her freedom. And when Maximals & Predacons begin to fight, just what happens on the battle field when one's own noble honor of 'fighting a female' brings much to question? Stay tune to find out…


	5. Chapter 05: Tangled Web

Alright dear fans, it's time for another Beast Wars Season 2 episode I think many were waiting to see appear. And now the VISION-KING has this one all set & ready for action. So better get yourselves ready for some themes from treachery, deception, to even honor bond & nobility!? Well if that doesn't earn some attention of what is gonna happen, you better stay tune to see how it all comes down…

P.S., Happy Halloween 2018!

* * *

 **Chapter 05: Tangled Web**

 **LOCATION: PREDACON BASE**

The scene begins to open where there is lots of lava around before the camera zooms around a familiar structure that was the inside of the Predacon Ship. Waspinator was seen buzzing through in Beast Mode while the others were in Robot Mode. We see Inferno was using his ant rear thruster to hover while twirling his flame-launcher & Quickstrike sat on a hover platform to pass the time. And we zoom around the Command Center, Megatron sat in his Command Chair in overlooking the Predacon operations. After the recent events from the Quantum Surge & Optimus Primal's return, there are many new steps to take to insure the Predacons gain an upper-hand in the Beast Wars.

"Ahh…My Happy Little Band…" Megatron proclaimed in seeing all of his Predacons gathered around, either doing their separate task or lying about. "Eager to begin another Glorious Predacon Day, are we?" He grip his fist in knowing many are awaiting the chance to start doing what they do best; being Predacons.

"Ohhh, what is it? A plan to steal the Key!?" Double Punch asked eagerly in what to expect they be doing.

"Destroy some Maximals!?" Ripteeth asked in thinking that was another plot to plan.

"Ahhh, so many ideas, yet so little time. I assume you all know about Shadow Panther's recent news report on recruiting our latest attention…Transquito?" Megatron exclaimed to mention this off while reminding those of recent events.

"The big new bug, yeah…" Venomess lightly stated in knowing much about such things.

"Nehehehaahh….you're referring to when those humans discovered we are on their little world." Insecticon chuckled off in a sneaky way in recalling such things.

"Precisely, which is why when Shadow Panther reported the humans preparing to defend against us, it's clear we must take a step up as well against them…and the Maximals alike." Megatron issued forth in knowing they will be ready for any possible encounters against any enemy.

"Heheeheh…I do like the sounds of that." Jetstorm smiled off wickedly in liking the sounds of such a plan.

"Drago Wing…Sky-Byte…Shadow Panther…take some troops with you to explore our outer territories & report back of any human activity. The less human sighted areas, the better." Megatron issued forth this order to his trusted commanders under his leadership.

"As you command Lord Megatron." Drago Wing bowed down in loyally responding.

"Consider it done, sir." Sky-Byte humbly spoke in doing his leader's bidding.

"We'll take those that we need & leave a few soldiers here to defend the base." Shadow Panther proclaimed in what they will do to make sure they take who they need & leave others to defend the base if attack.

Shadow Panther, Sky-Byte, Drago Wing, used their hover platforms to move out while selecting a few Preds to join them on their off sight mission objective. Now coming onto the scene in front of Megatron was none other then Tarantulas as he used a hover platform to reach up to him.

"Deh, why did you call me Megatron?" Tarantulas moaned a bit from being disturb just to answer a calling from their leader. "I am still engage in Important Research on our 'new' Transmetal Forms." He waved out a hand in stating he's busy studying those of them that have gain their Transmetal bodies due to the Quantum Surge.

"Yesss…I have no doubt you are?" Megatron remotely stated to look at his left hand's fingers; lightly surmising if Tarantulas was truly doing such work or not to better understand what has become of those with different forms. "Click." Then Megatron click a button on his commander's chair to begin another matter.

"Thunk!/Hmmmm?" Tarantulas yelped from when something collided to knock him off; it was the attach sphere orb. "Geh-Uuuagh?" While Tarantulas was bothered by the rudeness; the electronic sphere was soon displaying an energy signal wave.

"But I have more important duties for you. You can leave your research to Fractyl if you must." Megatron issued off that he has something that requires Tarantulas' focus. "Click./Beep-beep…" Then Megatron tap on his commander's chair buttons to display a green digital line out of a rocky area. "I have detected a large store of Energon Cubes in Grid Oradix." Megatron exclaimed in what he has uncovered to be within their territory. "You will build a Refueling Station there." He issued off to say as a glowing blue sphere dot was in the middle of the digital map to which Tarantulas noticed. "Blackarachnia, Buzzclaw, Sky Shadow, Terragator, Injector & Quickstrike will assist you." Megatron inform Tarantulas of those that will join him to provide assistance for the task.

"Hmmm?" Tarantulas hummed with some intrigue thought if this information of Energon Cubes is the real deal: but his attentions were turn to who else appeared hovering towards Megatron

"Don't trust tall, dark & creepy to handle things himself, hugh?" Blackarachnia hovered on her platform to slyly remark about Megatron not trusting Tarantulas to handle the job from his…renown treachery.

"Hugh-huuugh…" Quickstrike was heard chuckling a low & deep voice as he appeared on a hover platform near Tarantulas. "If I get the chance to KICK Me some Maximal Butt along the way!? Hugh, thanks…" Quickstrike was showing his enthusiasm of senseless excitement to fight Maximals as he calmed down to softly say this last part.

"Hah! Let them come, they will fall before a bot as handsome as I!" Injector boasted about his handsomeness being his vital weapon.

"Oh yes, oh course, of course…your face could definitely do the job." Buzzclaw lightly remarked off while sounding suspicious of his words.

"Right, make them have nightmares with a mug that ugly." Terragator remarked off to kid as Injector glared at the bot for the insult joke.

"Well, we are a rather strange group to be paired up for sure?" Sky Shadow shrug off to lightly state how things seem in having such bots come to work together.

"And how may I serve you, Royalty?" Inferno appeared hovering on his rear thruster to humbly blow before his supreme leader like a loyal follower.

"Ohhhh?" Megatron had a tone that was lightly surprise by the volunteer work, but a bit annoyed by who.

"Yezzzz…What Wazzpinator Do?" Waspinator was seen buzzing overhead nearby to also request what the rest can do.

"Hooooo! If there's action to proclaim being the best, I'm game." Buzz Saw issued off to buzz in while in Beast Mode too.

"Oh! I wanna go too! Mostly because I haven't been asked…weird, right?" Sling spoke up to stupidly ask this question without a second thought.

"Yes…You four will construct a Jamming Tower in these coordinates./Beep-beep-beep-beep…." Megatron issued froth to state as he change the sphere's digital map to show a remote region & a red blinking tower object of what those here shall build. "Disrupting Maximal Communications." Megatron exclaimed that with this tower, any communication by the Maximals will be jammed.

"Nrruuarroogh!" Waspinator hums with joy as he & Inferno clapped their insect/hands in sounding joyous of this mission.

"If I may just ask…What precisely are you doing?" Tarantulas raised an eyebrow to sound suspicious of Megatron's actions to keep Maximals in the dark; is it for the Energon Fueling Station or something else?

"Planning for the Future." Megatron looked up to smile in stating what he has planned, is what is yet to come. "NOW GO!" He glared to yell out his orders for the troops to get going.

"On our way, Boss Bot." Quickstrike exclaimed forth to agree to the task; & gave a salute with his cobra arm to his forehead.

"Sure thing, nothing better to do around here?" Terragator shrug off his shoulders in seeing they got nothing else, may as well make the best of such things.

"Finally, a mission where I'm apart of!" Sling cheered without a clue about what he'll be doing.

"As you Command…My Queen." Inferno humbly bowed & wave his right hand off to address Megatron…as the leader a fire ant recognizes; the Ant Queen.

"Ohhh…I 'Do' wish he stop calling me that?" Megatron groans to rest his head on his right hand; because of Inferno's logic circuits thinking he's a real insect type fire ant, he keeps calling him 'Queen' which is really annoying.

While the other bots had already left to get ready, Tarantulas directed his hover platform off while…thinking to himself.

"So…Megatron means to persist in his madness?" Tarantulas remarked off about Megatron's goal of acquiring Energon to defeat the Maximals & eventually claim the Key they possess: the Pred Scientist continues to hover off while keeping such remarks of the matter to himself for now…

* * *

 **SOMEWHERE ELSE IN THE PRED BASE**

The scene changes to a different location in the Pred Base. It appeared to be a holding chamber with alot storage components. The Predacons seen here were those undertaking labor of setup task.

"Guh-Hah, Hahahahahaaahh…" We see Inferno laughing like maniac as he picks up a disc on his back.

"Nrruaaagghh..NRUUAWWwwooorrrughh!" Waspinator struggles in lifting heavy girders tied by a metal rope line.

"Ugh…this is not what I was signing up for!" Buzz Saw groans to pull some heavy metal crate within his insect hands.

"In truth, I should have thought this through better?" Sling exclaimed to mention as he dumps more parts in Buzz Saw's crate to be loaded.

Further behind those doing force labor, were Quickstrike, Buzzclaw, Sky Shadow, Terragator, Injector, Blackarachnia, & Tarantulas, dealing with the other back equipment.

"Grrr…Tarna…Grrruaghh!" Quickstrike was grunting from trying to move some heavy girder stuff on some wheel pull carts.

"Grrrughh-Uuuaauughh!" Blackarachnia struggled to lift up some heavy creates to place them on her own wheel cart.

"HRrugnn…." Buzzclaw groans from trying to pull something else, it was harder then he thought.

"Guuuogh!/HRruuagH!" Buzzclaw & Terragator were seen struggling to lift some heavy stuff, Sky Shadow was not showing too much in tying the crates on a wagon cart.

"Duuueh….I cannot Believe Megatron expects ME to carry out such a meaningless task?" Tarantulas groans to complain in how he, a genius scientist, is force under such conditions. "Now I've divided the load into equal shares of transport." She explained this as a means of how much they each will be carrying.

"Neegh-Nrrugh…NRraaughhh!/Clurk!" Then a loud clunk bang sound was heard that made Blackarachnia turn from yelping to see…a struggling Quickstrike lifting a girder. "Wha-in-de…Tarnation! Ugh?/CLurkvhm…" Quickstrike was trying to lift the heavy metal gurder up before eventually letting it go, to which…the she-spider took notice.

"Though I'm sure a Big, Strong, Bot like you can carry more then anyone? Hm?" Blackarachnia slowly approach Quickstrike to offer some sweet, smooth, pleasant sounding words as she gently move her pincer up to the Gold-Scorpion Fuzor's under chin.

"Heh-huh, che-yah!? Think so hugh?" Quickstrike lightly chuckle from liking the feeling the she-spider was talking to a tough bot like him; he likes it. "Well Sugar-bot, no stronger Pred in town? The-che-heh…what say you pile all the heavy like?" He was acting all proud & arrogant to walk off to turn & give a sweat offer to take Blackarachnia's heavy loads off her shoulders.

"Well…if you insist?" Blackarachnia smiled to sweetly say in a pretend friendly tone to accept Quickstrike's offer as to not pass it off.

"DEeeuuuaahh…." Tarantulas groans to shake his head; somehow Blackarachnia used her smarts to seduced the simple-minded bots with her charm to get them to do the heavy lifting. A very devious acts for the female Predacon.

"Huuurrgh…Nrruaghh!" Then the groaning & agonizing voice of Waspinator made those see he was struggling to carrying his heavy pack of metal bars. "Mrwwuu…While Spider-bots argue, Wazzpinator, Zzling, Buzz Zzaw, & Inferno finish job." He issued off to say as Inferno carried the large disc over his back to the wasp bot as Buzz Saw had everything as Sling climb aboard. "Hmmmm…Megatron will be pleaz-z-zed." Waspinator proclaimed that Megatron will be happy by their work effort.

"Waahh-Hahahahahaahhh…." Inferno lets off another mad cackle as he was seen taking off.

"Come on buggy! Show those guys you should be top banana!" Sling issued forth in liking Buzz Saw to show everyone he's the best while getting all settled.

"Urgh! Carrying you who isn't a flier plus this….is a real labor chore!" Buzz Saw groans to remark this as he was pushing himself for take off.

"Trsuvhmm…Clump…" Soon the upper ceiling compartment opened up to allow Inferno to fly out with the disc, in Beast Mode was Waspinator in pulling the heavy metal bars under him while Buzz Saw carried both the metal crate supplies with Sling riding along.

"And we do live to please Megatron." Tarantulas turn around to mutter this off under his breath in remarking how the Predacons here have to obey Megatron to get by.

"Heeha, ha-ha…uah…" Quickstrike was heard chuckling sheepishly from being praised & complimented by Blackarachnia's smooth words that made it easy to push the Fuzor's buttons.

"But perhaps the Maximals can throw a little 'hitch' into Megatron's plans." Tarantulas rubbed his chin to exclaim with a sneaky plot as he held up a strange tech driller.

Then Tarantulas throws the spiral drill off, almost about to hit Quickstrike & Blackarachnia. But then the drill point expanded out, & then caught around the wheel pack of metal bars cart. Then after balancing it's self, the edge revealed a disc & began to beep a red light. As it makes it's 'beep-beep-beep' noise, the spider legs were placing the strange transmission device into the metal bars opening to hid out from sight.

"Hm-hm, hmhmhmhmm…." Tarantulas rubbed his chin while letting off a low snicker; seeing this will prove to make things interesting.

"Hey! What are you doing?" Sky Shadow asked nearby in finishing the last secure metal rope checks to notice the spider bot was distracted.

"Oh nothing Sky Shadow, just…finishing up is all." Tarantulas issued off to pretend he had nothing to hid.

"Well hurry up, Injector & Buzzclaw are ready to go at it if we don't keep them apart before another suspicion or face remarks come in." Terragator pointed off in seeing some Preds are fighting over the handsome or don't judge me issues going around.

"Yes…of course. I'm just getting ready now." Tarantulas stated off in getting himself ready is all.

Then Tarantulas began to transform from Robot Mode into Beast Mode, then shifted to Vehicle Mode. "Drugrugruvhmm…" Then he backed up making loud motor noises, before one cart latch attach to his backside & 'vroom' a bit forward to tow the stuff off.

"Well then, partner, let's head 'em up and move 'em out." Tarantulas moved up near Quickstrike & Blackarachnia to give off cow-poke impression.

"Vrooomm…." Soon Tarantulas drove off to leave the others in the dust; but it seems he has his own actions in what's yet to come from his own…underhandedness.

* * *

 **MEANWHILE AT THIS TIME**

 **AT THE MAXIMAL BASE**

The scene changes to show the Axelon where it's station over between canyon rocks & a waterfall. We begin to zoom in to see what activates are occurring at the Maximal Base.

"Any progress, Rhinox? Everyone?" Optimus' voice was heard, asking a question.

The scene shows within the base, within the back carrier of the Axelon, was setup with some electric equipment stations & a body scan structured. Optimus Primal was within the main closed device while cables were attach to his chest. Rhinox was seen working on putting some plugs in a port while Longrack, Dive-Bomb, Jeremie & Artemis worked on calculations on keypads & screens. It appears they are about to do an experiment…

"Despite our tests, we still don't know what limits these new Transmetal states may have." Rhinox exclaimed to state in sounding frustrated that from continued test, they remain uncertain about the Transmetals capabilities & limits.

"It's unlike anything we've seen? The science breakthrough is astonishing?" Longrack stated how from what they can tell, Transmetal is a whole new field study.

"Yes, but we also don't know how it's cause some bots to undergo change. We're still in the dark of how after the Alien Weapon got destroyed, how it affected those from Cybertron & even organic beings on this world." Dive-Bomb explained how because of the Quantum Surge, Cybertronians & Human life on this world has shown evidence of change in some part of a few populated individuals.

"We know the energy was Energon, but there was a mix in which it cannot be identified?" Artemis stated on the facts on what they know, yet do not know about Transmetal origin.

"Right, I'm still lost how we thought there wouldn't be any surprises, but then Ulrich, Yumi & William became like Odd & Aelita. There has to be some answer?" Jeremie commented that there is answers, they just have to find them.

"We'll find it, well…what next?" Optimus stated to say while awaiting for the next experiment test to begin.

"Hmmm…Perhaps this new bio-gen scan will…/Trizzzvhm…/GRRrauaghhh!" But when Rhinox plugged in the next cable plug, he got a shock that zapped him backwards.

"GRrruaghh-Uuurruagh!?" Optimus was heard screaming a bit from feeling a sudden shock of Energon coursing through him until it later faded off.

"Or perhaps not./Trrizzvhmm…/CLUMpvhm…" Rhinox sat up to lightly state the fallout of the test, then shorted out before falling down hard on the ground.

"Ugh…that's the seventh time I'm needed to help fix those trying to explore the unknown." Dive-Bomb groans to see what number this makes as incidents go. "The other times was helping a certain human almost getting himself blown up a few times." He remarked off a certain human genius that caused a problem of getting nearly blown to bits.

"Eleven times if my math is correct." Artemis pointed out to confirm the number of times done by Jeremie.

"Hey Artemis! I'm trying to figure a way to camouflage my friends appearance to look normal, now that everyone saw they're some type of Meta-Human species?" Jeremie exclaimed to state on his defense on the matter of opinion.

Then on a nearby monitor screen, Cheetor's face was seen…

"Hate to interrupt your fun Big Bot, but I'm picking up a weird signal?" Cheetor inform Optimus as he got out of the scan station & pulled the cables off his body to listen in. "It's a Pred code, but it's on a Maximal frequency." Cheetor inform that this signal maybe in the code used by Predacons, but it was on the frequency the Maximals use.

"An enemy code using a Maximal frequency, how odd?" Longrack raised an eyebrow in finding this news very puzzling indeed.

"Location?" Optimus looked to Cheetor to hear where this strange signal is originating from.

"Can't get a fix?" Cheetor sadly stated he's unable to fix the location.

"Beep-beep-beep…" On the digital map screen, shows a layout where a red Predacon icon is seen moving & a strange blue signal device on the right bottom corner.

"It keeps…moving?" Cheetor informed that the signal….was moving rather then being in one spot.

"Trisvhm…" Then the monitor screen fizzled out to show Optimus speaking to Cheetor by the console.

"Who's closest?/Trrissvhmmm…" Optimus asked in wanting a heads-up on any Maximals within that general area; during the time, the Commander spark a bit from the earlier experiment.

"Got Six of them! Rattrap…Air Hammer…Banter…Noctorro…Volpex…Silverbolt!" Cheetor's voice spoke out loud from having found the bots in that area to make contact.

* * *

 **ELSEWHERE AT THE GENERAL AREA**

The scene shows Rattrap walking in Robot Mode while Silverbolt, Noctorro & Air Hammer flew down in Beast Mode along with the others, they were all around a rocky region location.

"You guys busy." Cheetor's voice was heard on the com-link as Rattrap rose his right hand to tap his left chest-plate to speak through.

"Ah yeah, Sky-Cat? Heh, I'm getting my Spanking New Armor Polish. And bringing our new buddies in to try it out?" Rattrap made a light humor remark on how busy they are here as Silverbolt, Noctorro & Air Hammer landed beside the metal rodent. "What're you want?" Rattrap rest his hands to his waist, awaiting what the cadet back at base wants.

"We're picking up a Pred signal on Vector 847. According to Jeremie's notes, that place is called Big Bend National Park, somewhere in Texas." Cheetor was seen at the base issuing what the situation was & where it's location can be found. "Optimus says – Track & Identify." He issued forth the order that Optimus gave out.

"Finally! I've been itching for something new to do all day!" Noctorro proclaimed in liking a little more action then just walking around aimlessly.

"Cheetor, you said it was a Pred Signel, how is it we caught wind of it?" Volpex asked something which caught her interest a bit.

"No clue, which is why you're the closest bots to check it out. Everyone else is handling their own missions, so it's all on you." Cheetor's voice issued off to explain what he can & for those here to handle it on their own.

"Then have no fear. We will get on it immediately Cheetor." Silverbolt humbly responded that they will do the task without being hesitated on the request.

With that, the com-link's signal went off, leaving those with their given task.

"Then it seems we have our assignment." Air Hammer humbly stated to know this was their mission.

"Right, track the signal, & figure out who sent it." Bantor replied off with a firm tone in seeing how this works; they find, identify, & then handle it from there.

"Eh, sounds like just another Pred Chase ta me?" Rattrap shrug off in thinking it's just some wild goose chase, nothing to get all serious especially with him teaming with the newest bunch to join the Maximals.

"Perhaps so…" Silverbolt responded to lightly agree to Rattrap thinking it's probably nothing. "But our leader has charged us with learning the truth, my friend." He issued forth to remind Rattrap of what Optimus expects of their value effort. "And Silverbolt for one, shall prove worthy of his trust." Silverbolt proclaimed this humble claim, much to Rattrap crossing his arms to shake his head at such idealism.

Then at that moment, heroic trumpet sounds felt heard after the Wolf Fuzor's honorable speech, as Silverbolt began to flap his wings & took flight in the air & left rattrap to watch his exit.

"Man…I just…Hate it when he 'does' that?" Rattrap lightly moans in having to hear Silverbolt's noble speeches; it feels like one can't say 'no' when the Wolf Fuzor gets all humble & noble to perform one's duties with such devoted faith.

"Eh, you get use to it." Bantor shrug off to say before running off to catch up with Silverbolt.

"He does speak true, we must prove ourselves worthy of Optimus trust." Air Hammer stated to say as he also took to the air.

"Yeah, after our last stunt thinking we were Preds, time we show our pleasant Maximal side." Noctorro proclaimed as a loud & eager rowdy as he flap his wings to fly.

"Um, which side is suppose to be the pleasant of a bat with bat-wings?" Rattrap raised an eyebrow in how to see a pleasant side of Noctorro, who from getting to know the bot, is a real warrior that can be reckless.

"Oh fer Primus sakes Rattrap, we can discuss this later. Come on, or you'll get left behind!" Volpex rolled her eyes at this before using her nine tails to get Rattrap's attention before she ran to follow the rest.

After that, Rattrap transformed from Robot Mode to Vehicle Mode, & began to burn rubber. The Maximals are given their task, & are gonna do it to discover the truth of the strange signal.

* * *

 **DURING THIS TIME**

 **THE ENERGON STATION TASK GROUP**

 **LOCATION: BIG BEND NATIONAL PARK, TEXAS**

The scene opens to reveal a desert dry rocky region with dry dead trees seen on small individual hills. The camera focuses to reveal the Pred Unit carrying the structure equipment on the move by moving wheel wagons in Beast Mode. Quickstrike was using his cobra tail to pull the wagon cart by the bar grip while Blackarachnia had attachment bars on her back rear side.

"Guuuahh…How you holding up there, Widow Gal?" Quickstrike made a light huff before waving a claw out when he & Blackarachnia stopped for a little chat.

"Ugh…Oh well…I...I managing, thank you Quickstrike." Blackarachnia made a pretend ache sound while returning the thoughtfulness with a smooth response of her female ways on the simple-minded.

"Hehehe, well-heh, if that load becomes Too Much for ya Sugar-Bot, you just lemme know here." Quickstrike sheepishly chuckled from the sweet talking & offering to help take more load off the she-spider's back& gave a little wink off.

"Alright sweety." Blackarachnia tap her front legs to happily reply for the offer.

"Heheh-yep…heheh…" Quickstrike chuckled off like a loopy goon from being bewitch by the she-spider as he pulls his wagon cart off.

"Trisisvhmm…/What a gullible fool he is?" Tarantulas was heard speaking when Blackarachnia's eyes glowed bright green.

"Nrruagh-Nrraaugh-Guuauaghh!" Blackarachnia struggled to resist the sudden intrusion in her mind before regaining herself. "Guh-hah! Hugh?" She took a deep breath with wide eyes, then looked around the empty space. "Tarantulas?" Blackarachnia's tone sounded harsh, knowing who was behind this mind game.

"Trissvhmmm…/Forgotten our Mental Cyberlink, she-spider?" Tarantulas' voice echoed off as he took control of the glowing eye Blackarachnia.

"Wuagh-Ugh, Nuuagh…Aaaackk! Aahhh…" Blackarachnia was struggling against Tarantulas messing around within her mind from the link.

"Trusvhmmm…/Well I haven't." Tarantulas' voice issued off to remind Blackarachnia, of them having shared minds after the fiasco of the Planet Buster & the Quantum Surge event.

"Uuugh…" The she-spider regain control of herself as her eyes return to normal. "What do you want now, Quasar-Brain?" Blackarachnia groans to remark off to see where Tarantulas is, & what he wants with her. "Trsuvhmmm…/Uuuaugh-AAahhh…Uuuuaghh!" Then her eyes change to green, as Blackarachnia was groaning from a powerful force.

"Just to give you a quick reminder. Play whatever games you wish with him." Tarantulas' voice spoke through the Cyber-Link, making a remark about what Blackarachnia was doing fiddling around in manipulating Quickstrike to her demand.

"Trsuvhmm…/Nyuuuaugh?" Blackarachnia signed as her mind was free from being control.

"Vrooohvmm…./CLUMPvhm…" Then a loud engine sound was heard, as Tarantulas was seen in Vehicle Mode coming from around the corner, then landed his metal leg-mouth feelers smack on the ground to gain support.

"But Dare to cross me? And you will suffer for your treachery!/SMACK!" Tarantulas glared his optic eyes before he slam his metal spider legs on the ground, giving a threat if Blackarachnia tries anything behind his back; the she-spider will pay dearly.

"Trrissvhmmmm…/Guuugh-Gaaaugh-Nrrraugh!/SPLAT!/GWAaauck!" Then during Blackarachnia's weird eye changing motion, a large metal crate dropped on flatten her body…like a squash bug theme.

"Wuh-hah…hah!" Tarantulas gave off a low evil cackle in seeing the treacherous she-spider get what is the first of many if she goes behind his back.

"Sugar-Bot!" Quickstrike cried out to move quickly away from his wagon to approach Blackarachnia in distress. "He-hey now? I told you to let me help you with that?" He chuckled off lightly as he helped move the metal crate off Blackarachnia as she was slightly flatten.

"Oh…Back Off! Robo-Roo!" Blackarachnia snapped off with an upset tone as she re-inflated herself.

"Hugh?" Quickstrike yelped by Blackarachnia's sudden change of sweet talking to sounding mad at him. "Well….just ain't no FIGURING…um…females?" He scratch his head with the right claw, shook his head that to him; understanding a female in how they act near one, is a puzzling mystery.

"Guh-huh…Wuhahahaahh…" Tarantulas let off a low creepy cackle at seeing such irony occur of a foolish she-spider & a simple minded gold scorpion. "A fact of life to be remebered, Fuzor." He issued off to inform Quickstrike, that understanding females, can be tricky if one doesn't know how. "Trusvhmm…VRooovhmmm…/Guhahah-Wahahah…" Then he lifted his park legs up as he drove off with only Tarantulas' evil cackles heard in the distance.

"Laugh while you can, Ground-Crawler." Blackarachnia remarked off after Tarantulas was out of eavesdropping distance. "I'll free myself from you control…And then you'll PAaaay!" She whispered this out while slowly making her feelers struggle pull in what she'll do to Tarantulas for having used her as a slave.

"Hey! If you're done spacing out, move it!" Injector issued off from passing by the she-spider who was blocking the way.

"You look like a bug that survived getting squashed?" Terragator exclaimed as he & the other Fuzors notice what happen to Blackarachnia.

"Duuuagh! Would you leave me be!" Blackarachnia groans to say in having those back off on her case.

"What!? What we say…wait, on second thought….Don't Judge Me on this action!" Buzzclaw asked off before second guessing in being suspicious of anyone doubting him.

"Let us just continue towards our destination." Sky Shadow cuts the topic short, as they are not far from their destination.

"About time." Terragator rolled his eyes to remark that they are near.

The scene later changes to a remote location where the Predacons reach what seems to be…a cave entrance. The Predacons had transform to Robot Mode, & seemingly were doing some unloading work.

"Hah….This here's the right spot, alright." Quickstrike issued off as he was seen carrying a metal girder into the cave entrance. "Ehh, once we're done in here little lady./Clunk!" Then he dropped the object down while he approach Blackarachnia. "Uh, ain't nothing gonna bother us." He issued off that the two can have some alone time without any interruption.

"Hmmm…" Blackarachnia hummed at the thought that this place was perfect to not be bothered by Maximals…& Megatron as much.

Blackarachnia stabs a wooden pole in the ground, then Quickstrike flare up his venom ray to cause a spark; helping to give light into the cavern. During this time while the other Predacons were setting up with any unloading, Tarantulas was seen inspecting the new cave that they were assign to.

"Yes…oohhh….hmhmhmHmmm…" Tarantulas held his chin while sounding very pleased by the surroundings. "Megatron chose Wisely?" All around there were evidence that there was Energon, & they were Stable Energon Cubes.

Tarantulas looked back at the others still chatting while the creepy scientist ponders about their situation after arriving at the destination.

"Perhaps it seems I won't be needing the Maximals after all?" Tarantulas held his chin to whisper out the matter that perhaps; throwing a wrench in Megatron's plan by involving the Maximals…is unneeded.

"Beep-beep-beep…" While no one noticed, a red flashing light was seen within the metal girder bars along with beeping noises. Then Tarantulas held out his hand, as it trying to perform a telekinetic power which was bringing forth the signal device he implanted. "Beep-beep-beep, beepbeep!" The signal device slowly crawled out of it's hiding spot, & walked on it's spider-like legs. "Beep, Beepbeepbeep!" Then it stopped to make a strange response sound in being called in, then… "Wurb-wurb!/STAMP!/Trussvhmm…" Then it reacted before it was stomped flat & busted; by Tarantulas.

"This area is indeed a Perfect Location." Tarantulas issued off in knowing this place was perfect in where it is & what it provides. "For My…New…Lair!" Tarantulas lowered his visor eye in issuing under his breath in what he can turn this place into…just for him. "Hmmhmm-hmmhmm…Teheheh-Quhahahh-Wahahahaaaaahhh…" Suddenly, Taranulas began to let off a creepy maniacal laughter in soon he'll acquire, a new base of operation; all for himself…

The scenery suddenly went dark with a twisted plot being hatched by the treacherous Predacon Scientist…

* * *

 **AT THIS TIME**

 **THE MAXIMAL SEARCH PARTY**

The scene changes where it's the inside of a light red/violet screen with green bars, Cybertronian letters in the bottom blue & red flashing spot. And flashing in the middle was a Predacon icon while on the right was the signal device. "Beep-beep-beep, beep…/Blimp-blimp, blimp!" Suddenly while the signal image was active during a driving course; it suddenly vanished without a trace.

"Wo-Wooooah!" Then Rattrap's voice was heard yelping as he put his driving self in park. "Hey? Geh…Where it go?" The metal rat looked around as he lost the signal they were tracking. "We lost the signal." He looked up to see Silverbolt land near him; stating what has happened.

"Hey now little rat, you ain't just pulling some wool over our heads, are yah?" Noctorro asked in seeing this was a bad time to be joking around.

"Do I look like I'm joking?" Rattrap remarked that he was not making light of the situation.

"Honestly, you do have the moments to make sarcastic & remarked jokes." Bantor pointed off that Rattrap does make wise cracks during either good or bad times.

"Yeah, thanks for your votes in confidence." Rattrap rolled his eyes in seeing some support he's gotten here.

"So what are we suppose to do now?" Rattrap exclaimed to ponder, what they do; without the signal to track, they can't find out anything.

"Follow our noses of course." Silverbolt proclaimed in what the simplest answer they can do.

"Are ye daff? You think we'll find them if they left a scent?" Volpex raised an eyebrow in hearing they find something by using their noses.

"If we are close, then perhaps we'll find something to clue us on the enemy's location." Silverbolt proclaimed that if they are near where the enemy is, their noses can pick up a scent.

"Silverbolt is right, it is our only course of action." Air Hammer humbly stated in thinking they have nothing better to lose.

"Heh! Well I don't see no harm, come on & lets sniff out the enemy!" Noctorro beastly proclaimed they get started to sniff out the target.

"Well, considering the honkers we got, heh, it's worth a shot." Rattrap shrug off in thinking that with their capable noses, they might just sniff out something.

Soon Rattrap began to sniff the air, & leans down to the ground while slowly drifting to follow where the scent will lead. Everyone else was in the same boat to begin sniffing around, trying to determine what it will be that they will soon find…

* * *

 **BACK AT THE NEW ENERGON STATION**

The scene begins to return where we see the Predacons are still in the middle of setting a few equipment around the cavern or for some, observing the sights.

"My-my, this place has quite the setup…it's beauty can almost match my own?" Injector exclaimed from looking at a cube of energy as it almost reflected his face like a mirror for him to marvel at.

"Hmmm….if that were true, then this would indeed be a place of doom & gloom….not that I would do anything to sabotage it. Who said I would?" Buzzclaw stated off to mention this from studying the cube, but became paranoid in thinking the others will judge him.

"Brother, you two are a few circuits short, you know that." Terragator rolled his eyes in seeing the weird behavior of Injector thinking he's handsome despite being repulsive, & Buzzclaw being a sabotage expert but thinks everyone judges him on everything.

"Everything is smoothly going according to schedule, we're just needing to setup the station." Sky Shadow stated in having check off a chart board that they have all the supplies within the cavern now; now they can construct an Energon Station. "Today is going accordingly it seems." He commented in seeing if all is well, they will be on schedule.

"Yeah right. Only thing wrong with the day so far…" Quickstrike muttered off to say something in what he feels was missing about his day. "I ain't had me a chance to 'Wolf' Nothing!/Hissss!" He remarked off as he stared at his right cobra head hand; he wants to get violent & pick fights.

"You know…" Blackarachnia spoke up in having a sudden topic on her mind. "Properly defended, this cavern would make an almost 'perfect' fortress?" She stated this out to mention how if setup right, this place can go from an Energon Fueling Station…to a Fortress.

"Yes…I suppose it would?" Tarantulas clutch his chin from having heard Blackarachnia's idea in how to use this location for one's advantage.

Tarantulas was seen walking away from the others, going deeper into the cavern. And from entering another room area, there were Energon veins & crystals. But above, there was a large gathered storage spot of grown & transform Energon into Stable Energon cubes; a whole LOTTA THEM acting like a chandelier!

"Hmmm? This much Energon could sustain a full-grown Predacon… Ohhh….for quite sometime." Tarantulas spoke out from marveling at the sight of so much Energon converted to a stable form that to a bot, it's the perfect energy restock any lucky Transformer would enjoy being around. "But…?" Then while he was busy thinking about something else, Blackarachnia snuck from behind to notice his action.

"Something's peculating in that devious brain of yours?" Blackarachnia spoke out to point her left pincer claw to narrow her eyes to know; Tarantulas has hatch a scheme much to the Pred's unfortunate action caught by one who knows how he works.

"Eh, your right about this place." Tarantulas turn around to state in trying to be reasonable on Blackarachnia's thoughts on this area. "It would make a PERFECT 'New' Lair!" He waved out his left hand to state how this area, can be a new lair for one to plot their evil underhandedness. "For ALL of Us!" Then Tarantulas exclaimed this next part to include those here of using this place, as a new base of operation.

"Look, I know your upset about your old lair being destroyed in the Big Burn!" Blackarachnia remotely stated to know what Tarantulas was actually thinking about when seeing this place; it reminds the guy of his own cozy lair he retreated to.

"Nuuoogh!" Tarantulas groaned at the brought up memory of that: when the Energon got ignited by the Alien's Planet Buster, the Pred Scientist lost his secret lair that was burned out with everything he had.

"What do you mean….All of Us?" Blackarachnia raised an eyebrow in wondering what Tarantulas said; was he including her or…

"You, Me…" Tarantulas pointed out that he referred to the Spider theme Predacons; but there's more. "And perhaps the Fuzors as well…" He shrug off to comment that they can even involve their present company. "An Arachnid Brigade aligned against Megatron & Maximals alike!" Tarantulas wave his hands in the air to announce the start of a new group unit going against Megatron & the Maximals: a third party of Transformers in the Beast Wars.

"Guh-hah!?" Blackarachnia lightly chuckled a bit at hearing such a thought. "Side with 'You'…Against Megatron?" She exclaimed in hearing the proposed idea to remark the thought. "Guhhahahaha…hhhaahhh…" She held her gut to let off a little wicked laugh at the very idea. "Your outta your MIND, Webs?" She narrow her eyes to state how insane Tarantulas was if he thinks such a thing will happen.

"And inside YOURS, remember?" Tarantulas tap his metal noggin to remind the she-spider, he can gain access to Blackarachnia to do as he wills it. "So you really have no choice now, do you?" He remotely stated that he's the one calling the shots, & what he says, goes.

"Maybe." Blackarachnia rest her pincer hands to her waist in stating that just cause she has no choice, doesn't mean she has to like obeying Tarantulas' orders.

"Hey!" Then Quickstrike's voice was heard before he was seen walking in-between the conversation: not to mention the rest of the other Pred Fuzors. "I gotta do all the work around here?" He issued off that while the spiders were chatting & not doing any work, he's carrying the extra weight of setting up a new Fueling Station for the Stable Energon Cubes.

"What do you mean you, we're also working if you paid attention?" Terragator raised an eyebrow to state the rest of them did just as much work.

"Says the gator that was rolling around in dirt moments ago. Not that I saw you, don't judge me!" Buzzclaw remarked off to blab out, but yelped to say don't judge me on the spot.

"Hmmmm?" Tarantulas hums to himself in seeing who's here, & decided to…test something. "Tell me Quickstrike…" He spoke from tapping his lips to speak to who's appeared at the right timing. "How do you & the others feel towards Megatron?" He waved a hand out to ask how those feel about working under Megatron.

"Hmmm?" Sky Shadow raised n eyebrow when having heard this.

"Come again?" Injector asked in also finding the question odd.

"Boss Bot?" Quickstrike rubbed his back head with his cobra right hand in hearing the question. "Well, he's done 'Okay' leading us so-far?" He lightly issued off in how Megatron has been leading their group from a view point. "In fact my only 'complaint' is not having enough KEYSTERS – To Weigh On Regular-Like!" Then he went off to say while lashing out loudly & thrashing his arms in liking to beat up targets from his go-ho & reckless tough-guy attitude.

"Side with me against him Fuzor…" Tarantulas issued off to say in opening & closing his right hand to offer Quickstrike a deal. "And you'll have ample opportunity to prove how Tough you are." As he said this, Tarantulas was throwing some punches in the air to state if Quickstrike joins him, he'll have all the prey to beat up all he wants.

"I will hugh?" Quickstrike scratched his noggin with his cobra hand in hearing Tarantulas' offer. "Ehh…That sounds good." He looked to his cobra hand in feeling like him can get himself use to that idea. "Hissss…./Destruction's better'n construction, heh…ya get my drift? Heh…" Quickstrike let his cobra hand hissed while he made a humor comment about what he likes doing best to turn to let Blackarachnia know the joke.

"Uuuugh?" Blackarachnia rolled her eyes in having heard such a simple-minded joke.

"And what say the rest of you….surely you all have something that doesn't quite please you?" Tarantulas asked how the other Pred Fuzors feel about serving under Megatron that they find…questionable.

"It does…sound interesting, you wouldn't judge me if I did say yes only cause it's part of being bad. Right?" Buzzclaw ponders to say in having heard this to feel like others won't judge him if he did a backstab action.

"Hah, no Pred can do a better job then me – Injector!" Injector proclaimed off like a boatful fellow.

"Hm, yes…" Tarantulas slightly responded, that's two down now. "And you two?" He looked to those that have yet to respond.

"Well, can't say that Megatron telling me NOT to mess my circuits from rolling in mud & dirt cause it slows me down. But if you can change that rule, then I might be in." Terragator shrug off to simply state if he can get messy whenever he wants even if it's bad for him, he won't mind jumping shift since he's an easy going guy around the rest.

"Your offer does sound tempting, in any business world, one needs to climb up over others." Sky Shadows held his chin to ponder this carefully in what they will get out of siding with Tarantulas. "But this time, you wish to have us go against Megatron who is not just brains, but also brawn to back it up."

"Eh, come to think about it, didn't account that?" Buzzclaw yelped in having second thoughts on his judgement.

"Something wrong? Are you all having…second doubts?" Tarantulas asked in trying to keep this new alliance from crumbling.

"Eh, nothing at all….But…Still…" Quickstrike held his cobra hand between the other cheek to whisper something out. "Megatron's pretty tough. We've all seen it up close." Quickstrike issued off with worry to know, how tough & powerful Megatron is from past experience.

"I see…" Tarantulas held his chin to absorb what Quickstrike was saying that concern him. "You…Fear Him?" He let off to state that the Gold Scorpion Fuzor…is afraid of Megatron.

Then within the background, a chicken noise can be heard which was most likely focus as the imagination from…Quickstrike. Being told he's a yellow-belly coward, the toughest rowdy Pred is scared: that pushed his buttons.

"Well…" Quickstrike was so speechless from what Tarantulas said about him, if went against his very identity. "There is NOTHING that crawls…Walks…Flies Or Swims that I'M AFRAID OF!/Hiiissss!" Quickstrike lashed off to get himself together to angrily protest & show his cobra hissing that he's not afraid of anything. "Count me in!" He issued to accept Tarantulas' offer as the spider rub his chin after hearing the 'yes' response.

"Yes! I want in too!" Buzzclaw shouted off in also wanting in.

"Make everyone know I'm handsome, then so am I!" Injector announced that he wants to be recognize for what he states as him being handsome.

"Eh, guess it couldn't hurt to try another side, what say you Sky Shadow?" Terragator shrug off to lightly say while seeing the last bot speak up.

"Hmmm…I 'might' consider the deal." Sky Shadow hums to himself in having some…thought, but it sounds like he'll go for it.

"Then it's agree, we're all in!" Quickstrike stated that now the spider bot has all the new Fuzors here siding against Megatron. "But if you're lying…Spider-Bot?" Then Quickstrike was slowly speaking in a cold tone while raising his arms up a bit. "Yers will be the First KEYSTER I Drop Kick!" He pointed out of his scorpion fingers to state what he'll do if Tarantulas goes against him, he'll be sorry.

With enough said & done, Quickstrike began to walk off as the rest return to complete their work while Tarantulas was left alone from having such a chat discussion.

"Now there is nothing to stop me…" Tarantulas clutch his left hand in seeing with this, he'll have ample power to getaway with his own nefarious plans. "Nurhuhuhahaha-Waah-HahahahhHAaahhh…." He began to let off a creepy laugh, soon everything will be within his reach with no one to go against him…

* * *

 **SEVERAL MILES AWAY FROM THE CAVERN**

The scene shifts several miles away from the Predacon Cavern setup. Where we spot Rattrap sniffing the dirt with Bantor & Volpex while Silverbolt, Air Hammer, & Noctorro were on the ground to offer their own tracking skill. They are still on the search from whatever signal they were following before having lost it.

"Brother…We been at this for who knows how long?" Bantor signed in seeing they haven't gotten any progress.

"Ugh…there are even some smells you don't wanna take a whiff of that's either dead, or someone's present from passing by?" Noctorro made a rowdy remark in having smelled something that was just unpleasant.

"Wha are you two babbling on about! If that's all you have to say, keep such things to yourselves!" Volpex protest in not wanting to hear any topics that sounded disgusting around her presence.

"There must be something…" Air Hammer stated in thinking they are missing something they can't find.

"Hah….have you found something my friend?" Silverbolt asked if Rattrap has come across anything as of yet.

"Heh…take a weft!" Rattrap issued off to state in inviting one to smell what he found.

Silverbolt approach Rattrap to sniff the ground for a bit, & then suddenly…a scent was detected.

"Grrrraarrughh…." Silverbolt growls to face upwards after determining the scent owners. "The Spiders…And Quickstrike along with the other Predacon Fuzors I think?" He issued off in recognizing what scents belong to certain Preds. "Sniff-sniff-sniff…sniff…The scent is faint?" Silverbolt sniffs the air from detecting a weak smell, but it's still there.

Silverbolt was still sniffing his nose in the air, which lead him to a different spot. He looks down to find what appears to be…tire tread tracks in the dirt.

"Rattrap!...Everyone…Here!" Silverbolt called out for Rattrap & the others to hear him. "Here!" He signal for one to come over & see what he's found, so Rattrap wheeled on over to see tracks while the rest walk over. "Hmmm…Seven of them alright….Carrying heavy equipment of some kind I would say?" He issued off to make a guess in what it seems the Predacons are in numbers & having brought heavy equipment along the way.

"Yeeeaah, with my luck, it'll be a Mega Blaster." Rattrap shrug off to lightly comment with a sarcastic tone in how when they find out what, it won't be good if it's a weapon.

"Do you really try to lighten the mood with such negative thoughts?" Volpex raised an eyebrow in seeing how Rattrap always has a negative thought ready on any future encounter.

"Well sister, in my line of work…you can never be TOO ready for any unexpected stuff." Rattrap shrug off to simply state how one views what to be ready against.

"Well whatever comes, we shall face it." Silverbolt proclaimed forth that whatever awaits them, they won't back down. "Let us track them Down!" He proclaimed forth with this heroic & noble speech tone of his before flying up in the air.

"Man…& I thought Optimus' Speeches were bad?" Rattrap rolled his eyes to comment how much Silverbolt likes to give off speeches as much as Optimus does to motivate them. "Huuugh….oooh boy?" He signed in just knowing, this won't be pleasant.

Soon the Maximals continue to follow the lead, wherever it leads, & whatever they may find…good or bad, with Preds involvement, it's nothing good.

* * *

 **BACK WITHIN THE CAVERN**

The scene shifts back to what events is happening within the Energon Cube Cavern. Soon we open to find Blackarachnia opening a chest, & reaching for something.

"Laugh while you can, Spider-boy." Blackarachnia remarked off in talking behind Tarantulas' back. "When the time is right! That Data-Tracks I've Downloaded will mean the end of…" She pulled out a pole device while muttering about her recent action of what she's acquired to give her an upper-hand when…

"Something…on your mind?" Tarantulas was heard cutting in, much to Blackarachnia's surprise.

The she-spider saw Tarantulas who drop a nearby metal gurder to walk towards the suspicious acts of Blackarachnia.

"Me?" Blackarachnia stated in being questioned by Taranulas. "Whatever do you mean?" She exclaimed to pretend like she's not plotting anything.

"Don't play coy with me." Tarantulas remotely stated he will not be fooled by the she-spider's innocent act. "I'll scan your mind for the answers if I have to?" He tap his forehead to prepare to scan the she-spider's mind for information he wants to know… "Blimp-blimp!/Deeugh-ugh!" Suddenly, an unexpected beep noise happened that made Tarantulas yelp in surprise.

"Ugh-Uuagh…Rrrugh-Arrrughh!?" Blackarachnia was twitching as her eyes change green; as she struggled from another Cyber-Link attack by Tarantulas.

"Guuuagh!?" Tarantulas finally signed in giving in at this moment.

"RAARrrughhh!" Blackarachnia gave another cry before the torture of her mind being accessed was cease…for the moment. "Gugh…hugh…hugh…" She was panting, but Tarantulas was distracted by something.

"It's Remarkable." Tarantulas exclaimed from what he encounter just now. "A section of your circuits has been blocked to me? I can't access it." He stated how while he should have access to Blackarachnia's thoughts, something very strong kept him locked out.

"Don't know…what your…talking about?" Blackarachnia struggled between the changing of her eye color; pretending to not know what Tarantulas was accusing her of without unveiling the truth.

"Open your mind to me." Tarantulas issued in commanding the she-spider obey him. "Open It! NOW!" He held out his claw hand in using a psychic link to force Blackarachnia to submit.

"Gugh-Gugh, Guuagh..GAAaaughhh! ARRRAArrughhh!" Blackarachnia was letting off more screams as she struggled against Tarantulas' power to control her until… "Ugh!" Then she tossed the pole device from her pincer hand at…the other spider.

"Clunk!/GUWaaaugh!" Tarantulas yelped with an aching pain of being hit by what the she-spider threw at him un-expectively. "Waugh-Guuaaagh…DWAaughh!" He was walking backwards to the point he tripped against some leftover crates. "Guoooagh-Nuuuagh?" He felt dizzy from the experience while Blackarachnia quickly transform from Robot Mode to Beast Mode.

"Gahaha-Hahahaaahh…" Blackarachnia made a wicked laughter as she was seen leaving the scene.

"Of course…you realize. This means…War!" Tarantulas exclaimed to say this as he sat up & clutch his left hand that the she-spider has started a war by going against him.

* * *

 **MEANWHILE**

 **BACK AT THE PRED BASE**

The scene changes Megatron's Private Quarters, where a computer screen was showing a Pred icon on it. Then on the screen came Waspinator in Robot Mode, as behind him was Inferno who was imputing commands on a fully finished Jamming Station tower disc while Buzz Saw & Sling put in the final bolts on the lower section. And all while Megatron was sitting to relax in a Restoration Pool tank like a hot tub treatment.

"Oooohh! Job all Done Megatron!" Waspinator proclaimed to show the finished Jamming Tower to Megatron. "Wazzpinator & Fire Bot's group be back Zzzooon." Waspinator proclaimed they will return shortly.

"You have done well insect, Yesss…" Megatron gave a wave out to compliment as Waspinator saluted for the praise.

"Wahahah-Hahahahaahh…." Then Inferno went into a lunatic mad laughter as he was bashing his hands in trying to start the jamming station; but it started to topple over.

"Gaaaagh! We weren't finished securing the bottom!" Sling yelped in seeing they were not finished on a certain section.

"Incoming!" Buzz Saw yelled out of what's coming, but….

"Geeeehhh!" Waspinator yelp from the tower falling towards him; before the monitor screen fizzled out as the connection became lost.

"I wonder how the others are fairing?" Megatron ponder how his other unit are dealing with the new Energon Station.

Megatron began to press a nearby button to get a signal, but he seem to be getting interference; strange?

"Tarantulas…come in?" Megatron issued a response; but he got nothing. "Tarantulas…" He spoke the name again, but still no response. "Blackarachnia…" He called in the she-spider, but he didn't get a picture on his monitor. "Quickstrike…" He called out Quickstrike's name, yet when he check the monitor, nothing. "Anyone!?" He asked in wanting anyone to at least answer.

This can only lead to one conclusion; a problem…

"BLAST those Arachnids!" Megatron held up his arms to curse the main cause of problems: Tarantulas & Blackarachnia. "What are they up to now?!" He exclaimed to wonder what sneaky action are the spiders plotting this time.

Everything went dark here, Megatron was no pleased if something treacherous was going on, & the spider bots were behind it & throwing a monkey wrench into the plan.

* * *

 **MEANWHILE**

 **BACK AT THE ENERGON CAVERN**

The scene reopens back within the cavern, where we see Tarantulas was walking around: searching for Blackarachnia's whereabouts.

"Neeeugh…you can run She-Spider. But you can Never Hide!" Tarantulas was slowly moving himself while aching from what Blackarachnia did to him earlier; vowing no matter where the she-spider goes, she won't escape from him.

Tarantulas was snarling as he walked deeper into the cavern & passing other stable Energon crystals. The creepy Pred Scientist held up his three finger claws as if preparing for any surprises.

"When I get my claws on you I'll…. Tarantulas was about to make this threat when…

"Wahaha-Ahahaahhh…." Blackarachnia let off a creepy laughter that echoed in the air.

Then Tarantulas looked around before up on the ceiling was Blackarachnia, as she leaped off to transform to Robot Mode & landed perfectly on the ground. Then the she-spider pulled from behind her back, a strange four split dagger.

"Guhahahaah…" Tarantulas couldn't help but laugh at seeing Blackarachnia show some defense. "And just what do you think you're doing with that?" He narrow his visor eyes in seeing Blackarachnia must be joking that one little dagger will scare him.

But Blackarachnia showed a calm smile, & did a strange action. "KICKfruvhm!" She spin kicked a nearby stable Energon Cube out of the bunch in the walls. She grabbed it, & then the dagger's four blades split up to which the she-spider place the cube inside to grip it in place. "Trushvm…." But then the gripping was becoming too hard, as it was making the Energon Cube leak out it's stored up energy.

"Huh-haahh…I'm TIRED of being your slave!" Blackarachnia exhaled to protest her retaliation of being used as a puppet by Tarantulas. "Either terminate the link between us…or I'll CRACK this Energon Cube! And you know what'll happen then?" Blackarachnia issued her demand & show of force of what she's planning: cracking a stable Energon Cube can lead to dire consequences if anyone isn't careful.

"Nuuh…You don't have the nerve to pull such a risky move." Tarantulas lightly yelped a bit surprise, calling Blackarachnia's bluff on such a foolish gamble. "Besides…I can stop you with a single thought." He pointed out that with the link, he can force the she-spider to give up such an action.

"Maybe…" Blackarachnia whispered in seeing Tarantulas might succeed if that plan works. "But I'm betting the Energon Radiation will Interfere with our Link?" She slyly stated in knowing what she's plotting, the radiation from a crack Energon cube might cause a setback on Tarantulas' plan.

"Heh…will it?" Tarantulas lightly chuckled off if such a thing will even happen. "Let's…find out?/Beep-beep…" He proclaimed as he tap his forehead, preparing the Cyber-Link access.

"Guuhaaaugh!" Suddenly Blackarachnia yelped, as her eyes glowed emerald, she struggles against Tarantulas' control of her. "Uuuagh…Uuaagh! I…WARN…You!" She groans while trying to resist as she held the clutch Energon Cube to begin squeezing the blades on the cube's surface which leaked off flarry energy radiation.

It was a showdown between Tarantulas' mind control over Balckarachnia, both seem to be struggling to overpower the other

"GYYAAAAAa-AAaahhhh-GRAAARrughhh!/POFruvhmm…." Blackarachnia screamed within her struggling confines before pressuring the cube so much, it's top pops to release an energy radiation that covered the she-spider's body in an Energon buildup feedback.

"GRuuuuagh! Demon!" Tarantulas was heard groaning to curse what the she-spider did. "What Have You Done!?" He protest to glare that Blackarachnia has made a grave mistake. "POfruvhmmm…/GWAAAaaughh-ARRaaarrughhh!" Then a jolt of energy zap out of Balckarachnia's forehead that hit Tarantulas on the noggin, causing him to cache in pain.

"Gwwaaughh…" Blackarachnia made a tiny ache cry, as she struggled from the unstable energy radiation coursing through her body. "GYREaaugh-AAaarrrrrrnnn…." She lets off another screeching cry from feeling this Energon Radiation will finish her off if nothing is done…

From afar, Terragator & Sky Shadow were still setting up more things when they heard….distant screams.

"Hey, did you hear something?" Terragator asked in having heard something, sounded like Blackarachnia, but why.

"It sounds like something is occurring between the spiders?" Sky Shadow commented in having a good guess of…an argument of those in charge.

Back with the spider's in question, the situation was not looking too pleasant…

"Grrrr…Nrrrughh!?" Tarantulas was seen struggling from the painful feedback of what was happening to Blackarachnia because of the Cyber-Link. "Stop this Insanity She-Spider!" He issued off that this action was pure madness simple as that. "Throw the Cube Away!" He swung his arm in demanding Blackarachnia get ride of the radiating cube before it gets any worse.

"Guooogh-Ooohh…NEVER!" Blackarachnia was enduring the pain before she snapped off to protest the idea. "Guuugh…I Will Be…FREE…one way, or Another!" She struggled against the energy coursing through her, trying to stand her ground until Tarantulas gives in.

"Fine Then! Go Ahead And Delete Yourself For All I…" Tarantulas was in the middle of remarking he could care less if the she-spider terminates herself, but was cut off. "THrusvh-Wrsuphm-Wrusphm…/GWUUaaaughh-NRUuuaarrughh!" Suddenly, an energy form line reached out from Balckarachnia's forehead & attach to Tarantulas' head; causing the latter a serious of pain. "Noo…Cyber-Link works…BOTH WAYS!?" He groans in realizing that because he's connected to the she-spider, what she feels, he feels the same Energon Radiation pain. "I…Share…Your Pain!? Grrr…" He groans in agony from feeling the same pain Blackarachnia is going through in her insane plan.

"Then…Sever…the LINK…Tarantulas!" Blackarachnia ached in demanding that if Tarantulas wants the pain to stop, the Pred must sever the link between them for good. "Save Us…Both!" She issued that unless Tarantulas does this, it will save them from this pain.

"Guuuoogh…No! Augh…Eh-Nooooooo!?" Tarantulas clutch his head from feeling so much pain, it was almost torture while not wanting to give into the she-spider's demands.

"Then we Go…Offline…TOGETHER!" Blackarachnia proclaimed forth this stern manner that if Tarantulas doesn't sever the link, they'll go offline for good.

"Uughh…ARRRrrughhhh! ARRRRaaaughhh!/NOOOUUAAAwwwughh!" Blackarachnia & Tarantulas each made loud & agonizing screams from feeling the Energon Radiation was destroying them both; at this rate, they will be offline permanently if nothing is done.

"Can't let…You Win!" Tarantulas groans out over the pain, knowing he can't go offline, he gives in first. "Uugh! AGAIN!" He ached in seeing the she-spider has won against getting what she wants from him like before.

"UURRrgh…NRRaaughhh!/WRAArrughh-WRAAARrughhh!" Blackarachnia & Tarantulas continued to let off agonizing screechy cries of pain as their bodies were surging of Energon radiation with the link attach from their heads & what the former clutch the cracking cube.

"ENOUGH!?" Tarantulas screamed out in having had enough of this painful torture.

"GRRAaguh-AARRrrrrughhh!" At this moment, the energy thread rope from Tarantulas left him back to Blackarachnia who was still screaming.

"The Link is Broken. Get Out Of My Mind!?" Tarantulas issued off as he & Blackarachnia still showed energy surges from the radiation after he announced this with another request. "GET OUUUUUT!" He yelled out in still feeling the link pain of sharing Blackarachnia's pain as he clutched his head in wanting it to end.

"Uuugh!" Blackarachnia ached from seeing the situation, & knew…it was now or never; so she threw the dagger clutch cube away.

"DUGH NO!?" Tarantulas yelped to shield himself of what was gonna happen.

"BOOMFruvhmmm!" A sudden explosion happened from the toss cube imploding when tossed away & shook the whole cavern.

"Ugh!?" Blackarachnia yelped as she fell on the ground.

"Hugh?" Quickstrike was outside in Beast Mode when he heard a loud rumble noise.

"What was that?" Injector raised an eyebrow as he & Buzzclaw walked nearby in hearing a noise.

"Whatever it was, you all are my witness to know…I Didn't Do It!" Buzzclaw issued off to state that whatever occur, he had nothing to do with it.

"Hugh…" Quickstrike then noticed something out further from the cavern; which made him become a bit alert. "Hmmm…you two stay here, I'll check out the noise inside." Quickstrike instructed those here on what to do while he checks inside.

Realizing where the commotion came from, Quickstrike went inside to check. And back with the spiders, they were recovering from what occurred….

"Guuaugh…/TRaaauaaaugh!?" Blackarachnia rose up while on her knees while Tarantulas shield his face as they were both coming around; the radiation has finally pass.

"I told you…huuugh?" Blackarachnia was exhaling from lost of breath while pointing at Tarantulas to hear her out. "I'd…guugh…be Freeeee!" She slowly breathed to proclaim that she vowed to gain her freedom, & at last, she has: the Cyber-Link is gone & Tarantulas no longer has any hold on her.

"Deeugh!? But you won't SURVIVE to Gloat about it!?" Tarantulas recovered enough to snap off angrily about the she-spider living long enough to enjoy it. "I'm going to take you apart…Piece…By…Treacherous Piece." As Blackarachnia was recovering, Tarantulas was approaching her in about to make the she-spider regret crossing him.

Suddenly without warning, Tarantulas got stopped by a claw grabbing his right hand, it was from Quickstrike.

"Eh-huh! Better Save it for LATER, Big-T!" Quickstrike issued off to have Tarantulas save whatever issue he has for another time. "We got trouble brewing outside!" He issued to report the matter of what's occurring they should be wary of. "Trouble with a Capital - M!" He proclaimed in what type of trouble they got going on that they know about.

"Perhaps you best save whatever scribble for later?" Then Sky Shadow was heard coming in to speak in agreement, along with him was Terragator.

"Alright She-Spider, up & atom…time to see what the fuss is all about." Terragator helped Blackarachnia up, time to see what is going on outside.

* * *

 **OUTSIDE THE ENERGON CAVERN**

The scene shifts to a higher location of the cavern where the Preds gathered to look outside the front field. Upon Blackarachnia's arrival, something was noticed from further ahead. It was a group of bots in Beast Mode/Vehicle Mode racing on over to where the Preds are: they were identified as Rattrap & Silverbolt.

"Mmmm-Maximals." Tarantulas clutch his right fist in sounding annoyed: somehow, the Maximals were able to find this location even after he stopped giving this location out…of all the rotten luck.

"Heheh…Finally! Somethin' I can sink my teeth inta!" Quickstrike was heard sounding giggled-peak with excitement that his cobra tail hiss; he's been waiting to thrash somebody all day. "Quickstrike – TERRORIZE!" He issued out his command code, as he transform from Beast Mode to Robot Mode: & leaped out. "Come on Boys!/Possfruvhmm…" He eagerly proclaimed before firing off a Venom Ray shot.

"Vroosvhmm…" Rattrap leaped onto the top of a hill while evading that shot.

Quickstrike began to run off like a charging trigger-happy lune, while Tarantulas dropped down in Vehicle Mode to ride off. Then Silverbolt was seen flapping upwards where Rattrap was before transforming from Beast Mode to Robot Mode. Then he had two edge feather lances pop out as the noble Wolf Fuzor clutch them.

"AWwrroo-WWwoooooo!/POfrusvhmm…" Then Silverbolt made a mighty noble howl as he tossed the feather lances out which their rears ignited to at as missiles heading for a target.

"HERE IT COMES!" Quickstrike issued off as he was seen ducking out of the way.

"BOOM-Boomvhmm…" The feather missiles exploded on the ground, but they did not hit their target.

Then following behind were the other Maximal Fuzors that also transform from Beast Mode to Robot Mode. Upon some landing on the ground while others took to the air, some blast shots were fired, as the Predacon Fuzors began to attack.

"Well now, look who decided to drop in unannounced!" Buzzclaw remarked off in seeing who was here; their old Fuzor buddies that sided with the Maximals.

"They'll regret coming, my face will be the last they see!" Injector remarked off in preparing to have those here perish with his face the last they see.

"News Flash! We never wanna see that Ugly Mug you call a Face Either!" Noctorro yelled off in a rowdy tone to protest.

"Less talking, keep blasting at them!" Bantor reminded those to not get distracted.

"Be Caution My Friends!" Silverbolt was seen flapping in the air calling out to his allies while taking more feather lances out of his edge wings. "We Don't Know What We're Getting Into Here?" He proclaimed a state of caution of what danger lies ahead while bracing the unknown.

"Vroovhmm…!/HAVE WE EVERRRR!?" Rattrap vroom near a stop spot to yell this off in remarking; when have the Maximals ever bother to know what danger lies ahead when it comes to Preds.

"Rattrap, look out!" Volpex yelled out to warn the metal rodent as she dodge fire from Terragator.

"Hah-Hah!" Quickstrike was seen nearby laughing out right, clipping his eight leg fingers while preparing his Cobra Arm to fire.

"HEH!?/POwfruvhmm..BAMfruvhmm!" Rattrap yelped to drive away from Quickstrike's attack almost getting him.

"I keep your attention on us if I were you." Sky Shadow remarked off that any distraction will result in….those fighting to lose.

"Then lets see which will fall!" Air Hammer remarked off to challenge that claim.

"Well…look at that?" Quickstrike looked up to see who he's got his sights on; a Fuzor like him which was none other then…Silverbolt. "Posfruvhmmm..Posfruvhmm…/We Got Em' NOW!" Quickstrike issued off as he fired his Venom Ray shots as Silverbolt tried to dodge them in the air.

"Thruspvhmm…" Suddenly one of the shots hit Silverbolt's left wings; causing a paralysis effect to take hold from the venom.

Silverbolt lost control to fall on the ground behind some cover from Quickstrike facing him. Rattrap was driving around the dry canyon area before moving off in seeing Quickstrike & Blackarachnia on the field.

"He-heeeh! Let's take these Tin-Horns Down!" Quickstrike laughed off arrogantly in seeing the tides are turning.

"Posfruvhmmm…" Quickstrike fired a Venom Ray off at the moving target. "Bangbangbangbangbangbangvhmm…" Then Blackarachnia used her spider legs to fire off rapid shots at the moving target. Rattrap was zipping around trying to avoid getting hit. Then Rattrap transform into Robot Mode while in a moving motion. "Powvhm-Powvhm, Powvhm!" Then the metal rat fired his Blaster shots right at the she-spider.

"Ugghhh…/BAmvhmm…/Guuuagh!?" Blackarachnia dodge out of the way of an explosive shot, but groan from hitting the ground. "Guuuagh!?" She signed to shake her head off from having to deal with this problem.

"Oh MAN!...What Are Those MisFires Up To This Time!?" Rattrap got up to complain in not knowing what these Preds are up to that they are out here to begin with.

At this moment, Tarantulas was in Vehicle Mode to ride through, planning an attack on the Maximals.

"I have no idea." Silverbolt responded in being unsure of such an answer. "I also have no intention of letting them succeed." As he said this, Tarantulas was nearly upon him for a ram tackle.

"Fruvhmm…/BAM!" Then Silverbolt threw one of his feather lance missiles at Tarantulas, only to explode in the ground inches far from him, however… "URrrvhmmm…/CRASH!" Tarantulas reacted to that to try to turn away, but Silverbolt flew upwards in time for the bot to crash against a boulder rock. "Powfruvhmm../Bam…" Then Rattrap fired a shot that hit & knock down Quickstrike.

"Atta Boy, Fly-Boy!" Rattrap cheered "Heheh…you take out the Spider!" He chuckled off to inform Silverbolt as he saw Blackarachnia was running up to get after the Wolf Fuzor. "I'll handle the Gold Fuzor!" He issued off that he'll handle dealing with Quickstrike.

"That just leaves these guys to us, how generous of you." Bantor made a sarcastic joke in seeing the only enemies left for them.

"Hey Air Hammer, hope you can keep up with me in the air!" Noctorro issued off in seeing he & another flier have enemy fliers to deal with.

"I will not fall behind." Air Hammer proclaimed as the two began to fly around while delivering bash attacks.

"Hey! Hold still? Ow!" Injector snapped off to say while unable to get any aim.

"They keep moving around!" Buzzclaw stated in having a hard time here.

"Well we got both targets in air & ground, talk about getting yer ups and downs?" Terragator remarked in seeing how the situation was tight from both ground & air.

"Tarantulas, what are you waiting for, get up already!" Sky Shadow yelled out for the spider bot to get himself in gear, they need all the help they can get.

"GRrrugh-NRrruaahmmm…." Tarantulas was seen struggling to get himself unstuck from his stuck between a rock palce before transforming to Robot Mode. "Poofruvhm-Poofruvhmm…" Then he fired off rockets from his shoulder compartments. "Bam..Bamvhmm…" The explosions almost got Silverbolt but he managed to dodge around them in midair.

"GWRAaaurrghh!" Blackarachnia was seen leaping in a circle in the air having overlapped Silverbolt. "GWAaaugh!" But her landing backwards was off, as she fell backwards instead: & Silverbolt saw her with a mean grit face. "Huuugh!?" The she-spider gasped in seeing she was in sights to be blasted…

"Nrrraarrughh…" Silverbolt made a snarling sound in preparing to attack the defenseless she-spider.

"Huh…huuuah!?" Blackarachnia crawl backwards in worried she won't dodge this attack…

But something was off, Silverbolt held his feather clubs to be ready to attack, but he seem…hesitant in doing so?

"Huuummm?" Blackarachnia hummed to herself in noticing this hesitant act the new Maximal Fuzor showed.

To anyone else watching, Silverbolt has a perfect shot to hit Blackarachnia, but his slow reaction of hesitating seem to earn much question.

"Hmmm? What are you waiting for, Bolt? Blast Her!" Rattrap remotely asked off towards the Fuzor, saying to shot now & take out the enemy…much to Silverbolt's unusual behavior.

"Huuugh…No, my friend." Silverbolt signs with a heavy breath as he speaks his answer. "It is not right to strike a female." Silverbolt suddenly lowers his arms in signing to say; that by his own noble acts of chivalry, he cannot hurt a female. "Even a Female Predacon." He issued off with a serious tone that even if the enemy is a female, he will not lay harm to one.

"Is he for real?" Bantor raised an eyebrow in not believing what Silverbolt was doing in front of a female enemy.

"Hugh….it's his chivalry character, way to suddenly let it be brought up when near other females." Volpex signed in seeing it's part of Silverbolt's character: the noble knight doesn't hurt females.

"Oh Fer Bootin' Up Cool, Silverbolt! That 'Widow' is about as 'Female' as a Piston…" Rattrap was starting to say while aiming his blaster at Blackarachnia until…

"That's 'MY' Sugar-Bot!" Quickstrike angrily snapped at Rattrap before aiming his cobra's arms month out and… "POuwvvhmm…" Then he fired a green venom ray beam right at the metal rodent.

"BANfruvhmmm!/GAAaaugh!" The ray hit Rattrap & he was knocked down with a poisoning blow, he was now paralyzed.

"Rattrap! Hugh!?" Air Hammer yelled off before he yelped as the other Pred Fuzors attacked from the ground.

"Hey Wolfie, you gonna let some lowdown viper do that to your pal!" Noctorro yelled this out in trying to get Silverbolt to pay attention to what's occurring.

Having witness the act of Rattrap being hurt due to his action that distracted the rodent, it upset the Wolf Fuzor to know who done such a deed.

"My code of honor I value to guide me, yes! But I have NO such compunctions about dealing with THIS Low-Life Scum!" Silverbolt suddenly tuned away from Blackarachnia to snap off about Quickstrike's action in harming his comrade. "Thrrusvhmmm…" He tossed his feather maces that ignited to fly off like missiles.

"YEEE-HAAaaah!/BOOM!" Quickstrike cheered as he dodge the attack as it blew up a large rock ne stood near.

"You CLAIM to be the Toughest of us ALL, Snake?" Silverbolt proclaimed this as he flew in the air & brought out more feather clubs he clash in an 'X' form. "But you have done LITTLE to prove it!" He lectured that for all Quickstrike's big talk, he hasn't backed it up.

"Just keep jawing, Wolfie!" Quickstrike slowly got up while making a retort back at Silverbolt for that remark. "While's you's still got'cha yerself a head!" He issued off to say this as the enemy was about to strike him, but he was ready.

"BITE!/Sisisisvhmm…." Quickstrike's cobra arm stretch forth to bite on Silverbolt's left foot, biting it while releasing a green energy venom in that limb section.

"ARRrooowwww-WWWooooo!" Silverbolt let off a howling cry against the pain he was enduring.

"How ye all!" Quickstrike yelled out to see how Silverbolt was liking a taste of that medicine he's giving here.

"Clash-Clash…Clash-Clash…" Silverbolt retaliated to smack one of his feather clubs on Quickstrike's cobra arm to release him with no change until… "QWAavhmm…" The last strike managed to not the short Pred off & further away.

"Look out now!" Quickstrike yelled off from being thrown in mid-air before landing on his rear skidding on the ground.

"STOMPvhmm…" Silverbolt lands on the ground, looking determine while ignoring his left foot still feeling the painful energy venom bite.

"Whuuum!?" Quickstrike yelped from looking ahead, as Silverbolt charged at him. "Ack…Uuh!?" Then when he was gonna use his Cobra Arm again, Silverbolt steps on it to pin the foe down from firing.

"NRRaarrughhh!" Silverbolt was preparing to deliver the final blow on Quickstrike with a low growl when…

"Pooowvhmm…" Suddenly a missile impacted Silverbolt to knock him off; it came from Tarantulas who was seen running further from the cavern entrance.

"Keep Fighting!" Tarantulas was yelling this out as he ran. "We've got to keep the Maximals away from the Cavern at ALL Cost!" He issued this out in what they need to do less the Maximals find out about the Stable Energon Cubes.

During that time, Rattrap's body was seen alright, the energy venom going through him has pass.

"Neeugh…uugh!?" Rattrap began to get up a bit from now feeling ready to get back in the game. "Hugh, how?" He noticed he was better, & saw Volpex using her healing functions to help ease the bot.

"Thank me later for healing you so quickly. Anyway, did you hear what was said." Volpex exclaimed off to remark while focusing on what the Preds are saying out loud.

Rattrap was curious, but saw how their side managed to knock a few of the other enemies off their balance while they were slowly getting up.

"Nrrughh…Yeah, well we're holding our own Ace?! How bout YOU!?" Quickstrike slowly got up feeling achy while lashing off in where Tarantulas was that they could use a hand fighting the Maximals.

"Yeah, why did you come back from the cavern we're using? Ugh, I mean…I didn't say anything….don't judge me!" Buzzclaw exclaimed to say before yelping over being judged.

"Ugh…what a headache?" Injector rubbed his head from what hit him while overhearing someone blab out their secret.

"Did you hear that?" Bantor looked to the others when they heard much of this.

"We all did, they seem interested." Air Hammer pointed out whatever has the enemy's focus, was serious it seems.

"Heh? The cavern, hugh?" Rattrap lightly let off with interest in hearing the Pred discussion from nearby. "Wonder what's in there?" He held his chin to ponder & turn to Silverbolt to question; what were the Preds fighting so desperately to keep them from going at the caverns.

"Well looky…" Quickstrike was heard sounding upset, just as Silverbolt shook his head off to also notice the events & get the matter of the topic.

"Perhaps…We should find out!" Silverbolt firmly proclaimed in knowing they best learn, what the enemy was up to: as the Fuzor expanded his wings to prepare for flight.

"Where have you been?" Quickstrike was demanding what Tarantulas was doing while the rest were fighting & getting their rears handed to them.

"The short one's right, where did you go while we had to hold off the others?" Terragator

"Nrruagh!" Tarantulas yelped from being talked to as if he ditch them. "What kind of Predacons are you!?" He remarked off in seeing the Predacons he's working with are completely lacking of any logic.

"Hey!" Blackarachnia cuts in on the argument to point out; that Silverbolt was flying towards the cavern.

"He's heading for the cavern!" Sky Shadow alerted of what Silverbolt was heading off & will find the Energon Cubes.

"Dah…No you Don't, Tin-Horn!" Quickstrike protest off in seeing the Maximals are heading for their haul stash. "Ain't nobody getting inside there except…" He was about to fire his Cobra Arm's venom ray when…. "BOOM!/WAAAAaughhh!" A suddenly explosion force shook & knock the short bot backwards.

"AWWwoo-WRroooo-WRRRoooooohhh…." Silverbolt was seen flying backwards from being near the cavern in what apparently was him blowing up the entrance. "Guuugh!?" Silverbolt yelped as he hit the ground to be rolling across before stopping.

"Nuuugh?" Blackarachnia was seen getting up after that explosion knock a few of them off the ground. "What happen?" She asked from not knowing what happened just now.

"See for yourself." Injector pointed off in what they can only see to believe.

The scene shows the cavern's entrance was buried under a pile of rocks, the collapse made much of it looked like a big explosion brought much of the place down.

"Woah! What happened!?" Buzzsaw yelped in seeing that was a sight they weren't expecting.

"Ugh….either Bowser boy got lucky with his shot, or he packed more heat then I thought?" Terragator slowly got up in thinking that explosion was pretty big to have come from Silverbolt.

"Deh, they've Destroyed the Cavern." Tarantulas issued off in seeing what their enemy has done. "Back To The Base!" He yelled out that they must retreat with nothing else here for them now.

Soon Tarantulas transform from Robot Mode to Beast Mode before shifting to Vehicle Mode to start his engine.

"Wha de baza?" Quickstrike slowly moved himself near Blackarachnia as he was still recovering from what happen when an explosion occurred that knock him off.

During the same motion, Rattrap & the rest of the Fuzor Maximals approach where Silverbolt had crash nearby.

"Nice shot…" Rattrap smiled off to compliment Silverbolt in having taken a good aim at the cavern like that.

"Yeah Bolt, you really give it too them!" Noctorro smiled to congrats the guy on such a well done job.

"Gotta say, never thought you blast first on sight." Bantor commented that such a thing seem pretty out of Silverbolt's usual action.

"It was…Not I who…?" Silverbolt raised an eyebrow in confusion to admit; he was not the one that cause that explosion that even caught him off guard.

"We-he-well then…who?" Rattrap lightly laugh off to ask in confusion of who else stopped the Preds if Silverbolt didn't do it when he was the one closest.

During the same time, Quickstrike was seen walking a bit backwards while looking at the enemy…

"Hey you!" Quickstrike spoke off with a little bothered & nervous wreck of a tone. "You lucked out this time! Tin-Horn!" He protest off against Silverbolt managing to escape getting a beat down from him & his hissing snake arm. "But one day you & me. Gonna have it out FOR REAL!" He pointed one of his leg fingers to the Wolf Fuzor then tap himself in vowing they will settle a score. "SQaaauh-Puh!" He then made a spit action like a rowdy cowboy does on the action. "Sugar-Bot! Wait up for your bot?" Quickstrike was turning away to walk off while calling out to Blackarachnia who was leaving the same way.

"It seems without the cavern, they lost the will to continue the battle?" Air Hammer raised an eyebrow in guessing when they destroyed what the enemy wanted, they lost the will to continue the battle.

"I suppose you'll wanna chase them, hugh?" Rattrap shrug off to point this out of what Silverbolt was thinking they chase after the Preds.

"Sugar-bot?" Quickstrike was heard calling the she-spider who wasn't responding back.

"Hugh…why bother Little Mouse?" Silverbolt signed as he stood up before responding to Rattrap's question. "The Day is Won…The Battle is Done…" He held out the left arm on one quote & right arm out over the other matter they settled. "What say we just…leave it at that?" He looked to Rattrap to wave an open right hand to say; they leave things as they are rather then pursue any extra work then they've already done.

"Wait a daff minute, ye sayin' we just let bygones be bygones? After coming out here looking fer whoever sent that blasted signal?" Volpex raised an eyebrow in thinking they were gonna leave well enough alone because it ended like this.

"Well whatever, or whoever did it, wanted us to find the Predacons here. I say after preventing an enemy a win, we settle for letting things be." Silverbolt shrug off that how they came to find the enemy is a mystery, best leave things as they are since all is well.

"You know something Bird-Dog?" Rattrap responded off to say in seeing a satisfied smile on Silverbolt in what he was saying. "That's about the First thing you said today that makes sense!/Clunk-clunk!" Rattrap exclaimed in sounding happy to hear Silverbolt say something on a sensible logic that he tap his head: the Wolf-Fuzor is using his brain on when they should leave things well enough alone.

"Ugh, men…ye just can't get them ta see reason?" Volpex signed to shake her head in seeing how this was turning out to be.

"Better head on off, we can get a Warp Gate home if we hurry." Noctorro pointed off that if they get within good reach, a Warp Gate can lock on their location & take them in.

"Heh, sounds good to me." Bantor smiled a bit in thinking that sounds about okay to him.

"Then let us head off…" Air Hammer humbly stated that it's time to return to base.

Soon the Maximals transform from Robot Mode to Beast Mode or Vehicle Mode. And soon began to leave the area without so much as learning what objective the Preds had as whatever they were scheming, was stopped…

* * *

 **LATER ON**

 **AT THE PRED BASE**

The scene opens up around the Predacon Base, where things are happening after some certain Predacons return back to…give a report…

"What Took You So Long?" Megatron was heard giving out a loud & upset tone. "Inferno, Sling, Buzz Saw & Waspinator Completed their task Two Megacycles ago!" Megatron was seen in his commander's chair lashing out to those here that never reported in while others have completed their task.

Present to Megatron was Tarantulas, Injector, Buzzsaw, Sky Shadow, Terragator, Quickstrike, & Blackarachnia, those in charge of an Energon Fueling Station…have return, but not in a good way.

"You tell him!" Injector pushed Buzzsaw to give the bad news.

"I'm not telling, you tell him!" Buzzsaw backed off to push Injector to talk.

"And risk my handsome face getting pummeled, you do it!" Injector protest to say while fighting to not be first.

"Is this your plan to make me seem suspicious, don't judge me!" Buzzsaw defended himself in being misjudge.

"Oh for pity's sake, not this again? Someone just tell him already." Terragator slapped his forehead to cut in on the issue & let someone else speak.

"Ahhh…well…" Quickstrike rubbed the back of his head with his Cobra Arm, trying to figure out what to say to Megatron. "We all had a mighty trouble, ah Boss-Bot?" He spoke up to admit there was trouble on their part of the job. "With them miserable Maximals." He clutch his left scorpion fingers in stating who was to blame. "You know, they just about Ruin everything!" He reported that the Maximals were the cause of their ruin operation.

"Everything?" Megatron responded off in what he heard, about the Maximals involvement & more… "The Energon Station?" He narrow his eyes in wanting to know, was the station…

"A Total Lost…" Tarantulas lowered his shoulders to pretend to act out in pity of the lost of the new station. "The Energon Cubes as well…" He looked up to shrug the shoulders to say they also lost the Energon Cubes from the explosion. "Deh I'm afraid we'll have to start over again?" He shook his head to sadly state they'll have to start everything from scratch. "Somewhere…else." He shrug off the shoulders while looking down as if pretending to be disappointed of their failed task.

"Of all the incomplete…Imbecilic…" Megatron was issuing off that of all the bumbling acts, losing an Energon Station is a critical matter that would have given them an advantage. "Get Out!" He narrow his eyes to say this to those present. "Get Out…GET OUT! ALL OF YOU!" He lashed out to angrily demand those here leave as Blackarachnia moved backwards & so did a worried Quickstrike in seeing Megatron was mad. "Get Out Before I Turn You All Into SLAG!/POUND!" Megatron snaps off to pound his fist on his console command chair; anymore of those being here after failing him, will not be given mercy.

"Geez, alright already, no need to shout. We're moving…we're moving…" Terragator held up his hands in getting the point, as he & the other bots slowly backed off in knowing when it's time to vacate.

"As you…Command…Megatron?" Tarantulas humbly bow in heeding the orders of his commander without question. "Hmhmm…Hmhmhmhmmm…" He lets off a low creepy laugh while leaving the room; as if having some sneaky agenda.

"Hmmm…" Sky Shadow hums to himself when he watch the spider bot that conspired a plot, leave without batting an eye.

"You seem calm Sky Shadow….why?" Blackarachnia looked to the bot that unlike most, seem more keen eye on things.

"I get the suspicion, that despite what occurred, we decided to bury the hatchet after the lost of the station. Yet Tarantulas is taking this very well?" Sky Shadow commented in what he saw, Tarantulas was well-behaved, almost like he was not bothered in losing the Energon Station they could have made into a fortress. "Perhaps it's nothing, even a businessman can't be right all the time." He shook his head off before continuing to move along.

But as Sky Shadow left, Blackarachnia raised an eyebrow to think about what she heard, Tarantulas wasn't in an arguing mood as usual. That means….the creepy scientist has another hidden agenda that has left them all in the dark….

* * *

 **MEANWHILE**

 **ELSEWHERE AT THIS LATER TIME…?**

The scene opens around the night time, something was occurring at the collapsed rockslide cavern entrance. But there was noise heard going on inside, as if there was activity. And with inside the area, a setup was done that a green energy liquid was spirally down a tube. Upon closer examination, we see Tarantulas who has brought in Predacon crates, setup his usual six monitor screen as the same type he had in his old lair.

"Haah…amazing what one well placed charge can do?...Isn't it?" Tarantulas issued off to say this in having perform a stunt that lead to…his certain acquirement of a new base setup.

It was all making sense now, Tarantulas was the one who setup the explosive charge by the cavern entrance. When he 'accidentally' let it slip out about the cavern, it was intended for the Maximals to overhear, thus allowing one of their own to scope it out: & thus played a fake out plan that looked like Silverbolt destroyed what the Predacons were keeping hidden from the enemy. Leaving everyone unaware that the treacherous creepy mad scientist spider, fooled them all to gain control over this place, & the stable Energon Cubes.

"Hmmm…be it ever so humble…" Tarantulas slowly clasp his hands together by his head to make this phrase. "There's no place like Home?" He turn around to proclaim that now he has a new place to call his own: a place to do his own 'underhanded' business. "Whu-hah…Whahah…Wuhhahahah…" He clutch his chest as he let off his creepy laughter at what he's gain a huge step in this war. "NUAAAaugh-Hahahaahahhhaaahhh…" He continues to let off a mad creepy laughter as the camera screen zooms upwards over the stable Energon Cube chandelier.

With a new base of operation, there is no telling what sneaky plots Tarantulas will cook up that will spell trouble…for the Maximals & Megatron alike. With that, everything begins to fad out on this tale…

* * *

 **Noted Facts:** The Predacons now know that the humans know the Transformers are around.

Well this was a chapter that was worth some wait for, glad many were patient, & here's the next surprise…an original chapter. In the next chapter, with new changes happening all around, the Maximals need a new edge against the Predacons. At this moment, Dinobot presents them with a way to do so, the Alien Disc. which he stole from the Preds may hold some key to knowing what Megatron might already know. During the same time, new Stasis Pods have been detected in a remote region, the cause occurred from other new Fuzors on sight that experienced an error on being activated. Will the Maximals be able to reach any other pods there before the Predacons secure them, stay tune to find out…


	6. Chapter 06: Surprises At Every Turn!

Well here's the next chapter, it's taken me a while after working out a lot of other stuff. But I do believe everyone will get a great big surprise in what can be **ENVISIONED** occurring in this story. And with some surprising characters both OCs & some other characters to give many a shock to their system. Well enough about that, time to get ready now, so enjoy…

* * *

 **Chapter 06: Surprises At Every Turn!**

 **BACK AT THE MAXIMAL BASE**

The scene begins to focus on what is going on at the Maximal Base. We soon see Jeremie, Aelita, Odd, Ulrich, William, Odd, Sissi & Yumi entering with Artemis guiding them in. There we spot Optimus discussing things with Rhinox, Longrack, & Dive-Bomb while Rattrap, Cheetor, Aquarius, Lynx, Jackrabbit, Silverbolt, & Volpex were working around the consoles.

"We're here Optimus, is there something you wanted to tell us?" Jeremie spoke in wondering what the summoning was about.

"No…I was inform to come here while we were still trying to discover the secret of our Transmetal bodies?" Optimus stated in what they were doing beforehand, solving the mystery of the Transmetal bodies the Transformers have.

"We've tried multiple different test, the only things we can clearly understand is that there's some unknown material in the metal & energy confines?" Longrack explained the basic concept in what they have managed to learn thus far.

"The test we've done on bots & humans shows it's only happen to certain individuals that have had any strange run in with RAW Energon." Dive-Bomb pointed off to state how the one potent thing about strange change occurrence theory is the involvement of Energon exposure.

"Strange run ins, like how?" William raised an eyebrow to ask the question.

"It can be said that the long exposure to the Energon can damage our Robot Modes. But after the Planet Destroyer set in motion that change the planet, those that had unique exposure were somehow acceptable to the Quantum Surge." Rhinox explained how they can view the sudden alien action that nearly destroyed this world, the energy & Energon matrix compound alternated those acceptable.

"And that in turn, also revealed that because human beings have been around, it's likely some near Energon began to change from the Quantum Surge. In another term to describe it, you might think of it as some 'new' evolution." Artemis stated in how to best describe the change to some humans from the Quantum Surge made some adaptable base on other surroundings, & other things.

"New Evolution, doesn't sound so bad, I mean…look how good we turn out?" Odd smiled off to comment in having like the sound of this.

"Odd, in case you forgot, not everyone on the planet is THRILLED about the existence of Meta-Humans." Ulrich rolled his eyes to remind the odd guy about how everyone feels towards the existence of humans with weird abilities.

"Everyone is so scared by appearances & weird powers, that even the Government is being watchful of anyone that fits the description. Not to mention knowing about those that can transform into animals?" Yumi pointed off in knowing those that're Meta-Humans to even the Transformers that everyone is keeping an eye out for.

"I even saw some of our classmates from school even suspected their dogs or cats being alien transforming machines. And they're even planting chips on those that are just normal animals." Sissi mention this about some folks got so crazy to suspect normal pets as even alien robots in disguise while mentioning a way to tell apart the living flesh ones apart.

"Well isn't that a good thing, means they won't hurt any animals?" Cheetor shrug off to look on some bright side, but…

"Yeah, good for them pussycat, NOT so good if they run a scan check if you turn out to be…unmarked! Then you get tagged for sure." Rattrap remotely stated to state the negative issues on the problem.

"Yikes! I wouldn't wanna end up being tagged!" Jackrabbit yelped at being tagged, the very image was scary if that happen on her ear.

"As much as this here be fun & all, aren't we fer-getting who assembled us here?" Volpex spoke up to mention something that they almost let it slip of who asked them to get assemble here.

"Hmmmm…that, would be me." Then coming into the Command Center, was none other then Dinobot.

"Dinobot?" Aquarus responded in seeing who show up out of the blue.

"Well it's nice to see you, sorry that not every bot could come?" Lynxa smiled to welcome the bot that arrived.

"Hmmm…it is alright, the rest can be inform later." Dinobot lightly responded to say this about the others can be inform later. "I was busy dealing with some…matters." He issued off to say this about having other attended precautions.

"Yeah, like what Chopper-Face?" Rattrap raised an eyebrow to question such things.

"Grugrugruaahh….pay attention Rodent!" Dinobot snarled off to say in seeing Rattrapo being rude to him like always. "Now I know about the matters about the change to all things, this planet has indeed change. And with it, Megatron will use the newly Stable Energon Cubes to power his forces during the next events in the Beast Wars." He spoke in having to explain the next course of war actions Megatron is certain to take.

"Well that's a bummer, any way we can stop them?" Aquarius stated in how they can prevent the Preds from causing trouble.

"We must in term, grugrugruaaahhh…gain an advantage over Megatron. By knowing things to give us the edge." Dinobot slowly stated off in knowing precisely, the means to fight the enemy on the same ground terms.

"And what that might that be, dear friend? More comrades?" Silverbolt asked in pondering to guess what Dinobot was getting around to.

"Perhaps, maybe…but I am referring to something else." Dinobot issued off to say something as he had something behind his back. "Something like…this." He issued to mention to reveal what he was hiding.

Once Dinobot presented what he had, it surprised many in the room. It was a Golden Disc., the type similar to the one the Axelon Crew recall hearing was stolen from Cybertron.

"Jumping Gyros! Is that…the Golden Disc.?" Cheetor asked off in sheer surprise.

"You mean the one Megatron stole from your planet?" William asked in recalling the story about the Preds taking the Golden Disc. & the Key from the planet Cybertron.

"Hmmm, not quite. This….grugrugruaahhh…is the Golden Disc. Left on this planet…by the mysterious Aliens we've encountered." Dinobot snarled a bit before stating what the disc he has is not from Cybertron, but from those they encounter.

"Awesome! That means we have something the Preds don't!" Jackrabbit cheered in what this might mean that they got an advantage.

"Woah-woah-woah, WOAH Now! How in the Solar System did Dino-Butt even get this!?" Rattrap cuts to ruin the moment in thinking, there's something fishy about this.

"Dinobot…I think we all like to hear this report?" Optimus asked in liking the Ex-Pred to explain, how he came across such a thing.

"Hmmm….it was…during your absence…that Grimlock & I venture near the Predacon Base." Dinobot hums a bit before slowly announcing the fact of when & where things took place. "Grugrugruaahh….while we were dealing with the change of the planet & the damage done to everything, Megatron had spread his forces thin. At that moment, I took action to take what the Predacons had this whole time." He snarled a bit to slowly explain the course of action he did that would help benefit them in taking what the Preds had.

"The Two Golden Discs." Rhinox raised an eyebrow to figure out Dinobot's plan, he snuck into enemy territory, & took the disc that held information.

"Precisely, if they had detail data of what was left behind, then we need every advantage." Dinobot proclaimed forth that knowledge was power, & so too, they need an edge over the enemy. "I was fortunate enough to acquire the Alien Disc., it may hold the key to knowing more about this world then we know & possibly lack." He showed the golden dics to state how with one object that held secrets, can allow them to know what dangers to be wary of & what the Preds may know about before trying to use something dangerous against them.

"Hmmm…we have encounter Alien Sightings that were not made by the humans living here. It's possible there's more we don't know yet Megatron might have gain?" Longrack ponders a moment to realize that whatever was left on this planet, may lead to alien technology that can be dangerous in the wrong hands.

"Then I leave this to you…you are the smart ones, grugrugaaugh…I'm certain you can decipher enough that we are not left in the dark." Dinobot snarled a bit to say that the Maximal Scientist experts, are the best chance to understand what is on the Alien Disc.

Rhinox was seen accepting the Alien Disc from Dinobot, now the Maximals have a way to understand anything about the strange aliens. Especially those that wanted to destroy the planet because of the Transformers having ruined an 'experiment' all because of the Beast Wars the Maximals & Predacons are doing.

"Alright! Now we can use whatever Alien stuff here to give it to the Preds!" Jackrabbit cheered in thinking they can gain one up on the enemy next time they stubble across some alien stuff.

"Not likely Jackrabbit, we've seen first hand how dangerous the things the unknown aliens left on this world. And whoever they are, they were willing to destroy the planet to get rid of us." Optimus issued off in knowing that whoever the aliens are, are dangerous & they must approach things carefully.

"Sheesh, story of my left that somebody blow up a planet cause we're on it?" Rattrap rolled his eyes to remark how someone was trying to destroy them, they even blow up a planet to do it.

"So, what kind of stuff you think you'll learn from this disc?" Odd came over to take the Alien Disc. From Rhinox's hnad.

"Odd, be careful, it's the only one we have." Ulrich warned the odd kid about messing with something they shouldn't.

"Relax, this thing's not so….ugh…" Odd was about to say, but as soon as Rhinox lets go, the boy was struggling to hold the gold disc. "Wow…ugh…this thing's heavier then it looks!?" Odd yelped from feeling this thing weights like a ton.

"Odd, be careful!" Sissi alerted the guy as he seem to almost look like he'll drop it.

"I got it!" Aelita stated as she approach to help her cousin.

The scene went in slow motion as Aelita touch the Alien Golden Disc. To help Odd keep supporting it; but then something else occurred.

"Huugh…/Frsuvhmm…" Aelita's eyes flash brightly as she held on the golden disc.

The entire scenery reveals a solar system with stars in space within Aelita's eyes, as she found herself in the center; before strange green number codes were flashing around.

"Where…am I? What…is all this? Data…?" Aelita was completely surprised, uncertain what she was seeing or how she came to be here.

"Hiisss…." Then a strange sound was heard echoing throughout all the corners.

"What the….what was that?" Aelita was surprised by the strange sound, before she focus on…the strange codes. "There's…something here in the coding? What…" She was focusing on trying to understand the 0 & 1s in the code before…

"WRAAUOORRGhhh!" Then from the digital coding, formed a strange skull head with waving hair & beady glowing eyes, as it roared before Aelita.

"GYAAAaughhh!" Aelita screamed as she brace against what was coming at her.

"THReuspvbhmmm…" Suddenly outside in the real world, Aelita's screamed from her real self, but unleashed an energy wave that knocked everyone out: & it was seen as an invisible force going over the entire planet. Once it had long passed, everyone in the command center was regaining themselves.

"Uuuugh!? What The CHEESE!?" Rattrap groans to hold his head, not knowing what just hit them.

"Aelita!...Are you alright?" Jeremie went to check as Silverbolt held her up gently.

"Do not fear my friend, she apparently is just unconscious. But what pray tell happen?" Silverbolt responded to say Aelita is only out of it, but does not know what occurred.

"Yeah, just wha de heck happen after the little one touch the thing?" Volpex raised an eyebrow in thinking something screwy was off here.

"Any thoughts?" Optimus looked to their scientist in having any idea what just happened.

"Hmmm…this Golden Disc was made by the Aliens. When Aelita last came in contact from the one in the flying island, it caused a strange in-balance reaction to her power." Rhinox held his chin to ponder in recalling, something when Aelita made contact with an alien made object, it caused her unpleasant pain reaction; & the Alien Disc may have advance coding to cause side-effects.

"Beep-beep, Beep!" Then without warning, the console system in the command center was responding without warning.

"What's going on now?" Sissi asked in sounding worried by the alert noise as some of the Maximal cadets check it out.

"Unreal! Whatever Aelita did in making contact with the Alien Disc., has set off a trigger & helped us locate other Stasis Pods?" Aquarius stated off in what they just found out, some Stasis Pods have become active now.

"So the gal just helped us find more pods to find. Sweet!" Lynxa smiled in thinking they just made a new big score to find more lost comrades.

"Can't say it didn't come from a bad reaction." Yumi stated with concern in knowing they got the info from what Aelita had done that caused a bad reaction.

"This has happened before, whenever Aelita's powers sent a wave out, it helped us find some local pods left on the planet." Jeremie stated in recalling how Aelita did this before that allowed them to locate where the pods are.

"Well it seems like there might be a small problem with this run. According to the readouts, some of the pods are experiencing errors." Longrack stated to inform the group that, some pods are showing signs in expericing strange error alerts.

"Wait, didn't that happen to Silverbolt, Volpex, & the rest of the new Fuzor Maximals?" William raised an eyebrow in recalling what happen when Stasis Pods experience errors, two DNAs get mix to make new Transformer Fuzors type.

"That might mean more Fuzors may come online? But there also lies a risk that might cause them to respond more like Predacons?" Artemis stated in knowing that while some bots may come online right away, some may not perform behavior matters of a Maximal.

"Then there's no time to waste, get the Warp Gate up & running & sent out any Maximals in the area to find those pods." Optimus issue forth to give the order in what they need to get ready. "If we know anything, then we probably aren't the only ones that notice the Stasis Pods signals…so too will Megatron." He issued off in knowing that very soon, their enemies will catch wind of the appearance of Stasis Pods, & it'll be any bots game.

With this, everyone had to quickly get going, time was ticking. And Dive-Bomb was seen taking Aelita to his medical room to allow the pink haired girl time to recover from whatever experience she went through.

* * *

 **MEANWHILE**

 **AT THE PRED BASE**

The scene focuses on the Predacon Command Center, where some Preds were working around the console monitor screens. Then without warning, they got a signal wave going off that some locations of Cybertronian tech was on the certain planet surface areas.

"Lord Megatron! We detected something!" Sky-Byte called out to Megatron nearby to hear this.

"Hmmmm?" Megatron looked to Sky-Byte with some interest in what he has to report.

"They're multiple targets." Killer Punch issued off in what they are identifying.

"NRaaaaurghhh! They appear to give off a Maximal signal for their pods." Raid Jango snarled off to state what the signals are; Stasis Pod coding.

"Ahhh…Stasis Pods…Excellent." Megatron smiled in liking the sounds of that very much. "Report this to any unit within the area!" Megatron gave a firm expression to make sure, his side gets the prizes lying in wait.

"Wait a second, there's more…some of the pods in the area are showing…a DNA error in their functions." Buzz Saw spoke up in looking over some new information, the codes explain an error in the DNA.

"Lord Megatron, did this not occur with the new Fuzors?" Double Punch stated to ponder about the matter of somewhat a similar case about error in DNA that resulted in creating Fuzors.

"Hmm…yes….& perhaps we can apply the same strategy to any that are active. Thereby gaining more soldiers." Megatron ponders for a brief moment, knowing if they can approach the active new bots that don't know what they are, can be deceive to believe they are Predacons.

"But sir, even if that fools those that display Predacon like behavior, what about bots that still hold the Maximal programming?" Sky-Byte stated in recalling what happened that involve Silverbolt & the other Fuzors acting more like Maximals then Predacons.

"Hmmhmmhmm…I've learn that deception can still work to one's advantage…" Megatron hums a bit to nod in knowing that sometimes, deceiving those that don't know anything, can become useful. "But if any cause problems, DESTROY them on sight!" He issued forth firmly that if any should refuse to join, they are to be dealt with. "As for the others…the usual method works best…Reprogram the Maximal Protoform into a Predacon." He gave the order that any pods found, they are to reprogram the Protoforms into Predacons to increase their troops. "Now Get The Order Out!" He yelled out in wanting his orders to be known right away.

The Predacons yelped before immediately were working to locate where the active pods are & learn which unit was near the area.

* * *

 **NEW LOCATION: KENTER CANYON**

 **LOS ANGELES,**

 **CALIFORNIA**

The scene begins to open around a strange location in the daytime. A Museum built around a large forest section, & structured with many square buildings, plus circle & triangle form glass buildings. This place was known as the California Science Center, & it's currently having some visitors at this moment & time. In fact, much of the visitors were your typical high school level of students around 16 years or older.

"Alright everyone, today we're going to be looking at what you can find in this museum. Who's excited to learn?" The guide man issued off to say this to a class of older teens in getting them excited for the tour.

While the rest of the high school students went off, a few others drifted away from the class herd to check out some motor vehicle parts.

The first was a white teenage boy 16 years of age, who wore glasses over his green eyes, & had lightly spiky blonde hair. He wore tan gray-brown cargo pants, white shirt hidden underneath of a baggy tan turquoise hoody shirt with an orange line around the waist, & wore white sneakers.

The second was a black teenage boy 16 years of age, Jamaican-style lock hair & brown color eyes. Wore an orange sports sleeve shirt, blue jean pants & sneakers.

"Yo Virgil, check it out!?" The blonde haired boy stated in what they are viewing as some car base mechanical tech.

"Wow Richie, just look at all this stuff? Hey, I bet if you took notes, we can build some great stuff." The black boy named Virgil exclaimed in checking out the same stuff while addressing his pal Richie.

"Virgil!" Someone was heard calling out to the two boys.

It was revealed to be an older black girl somewhere being older then Virgil, being a young adult. She had black hair made into pigtails, & had brown eyes. She wears a dark tan pink outfit matching pants, sleeveless shirt, white shoes, & wore gold earrings.

"What are you up to little brother?" The black woman address to someone who was her brother in thinking something suspicious was in the mix.

"Sharon, hey…nothing, we were just…ugh…" Virgil held up his hands to speak on his defense until he hit a hard road.

"We were just comparing stuff with…well other stuff base on materials they use?" Richie sheepishly smile to come up with a convenient lie on the subject.

"Just don't go causing any trouble, you here. I'm suppose to be your class' chaperone, & last thing I need…is anything weird you two might pull." Sharon lectured the two to not do anything funny while she's aiding to help during this trip.

"Come on sis, only reason your chaperoning us is cause dad was too busy at the community center." Virgil rolled his eyes in knowing the real reason his sister was here.

"It's hard times little brother, especially with the matter of Meta-Humans & Aliens popping all over the world!" Sharon explained how things have gotten harder after what's happen to their planet with weird creatures popping all over.

"Yeah, it's definitely something. I mean think about it, one minute we lived normal lives, next minute the largest of the two moons tries to destroy our planet, & creates a whole new super-powered beings?" Richie held his chin to ponder how one minute, life was normal, next thing one knows, normal became overrated with new surprise twist.

"And topping it off, we got aliens among us, gotta say, the whole thing sounds like what you get out of a comic book." Virgil stated how thinking how everything is like what one reads from a comic, is just off the charts.

"Just remember to not do any funny business. I got plans to meet Adam after this trip is over." Sharon inform the boys of no problems during the museum trip.

Soon Sharon was turning to walk back to join the group, Virgil & Richie were seen following. Then there was a low noisy sound from around the corner hallway, making Virgil look back & Richie stopped to notice his friend got sidetracked.

"Yo bro., did you here something?" Virgil asked in looking at the corner.

"Hear what?" Richie looked to his bud with a puzzled expression.

"Don't know, it sounded like it came from…over there?" Virgil pointed to a closed exhibit area.

"The Fossil Exhibit? Dude, that place is closed off." Richie raised an eyebrow to remind Virgil, they can't go in that area.

"But I heard a noise over there Rich!" Virgil raised an eyebrow in thinking something isn't right.

"Well, maybe it's the janitor & he's just mumbling to himself, or accidentally knock something off & made a mess. Happens a lot with the job." Richie smiled in thinking those are the more logical explanations.

Suddenly low growl & snarling sounds were heard, followed by rumble & smashing break sounds: causing the two boys to become more aware of something unusual around the corner.

"And he's got ah…growling…snarling….pet with him? Which is weird considering…this is a no…pets allowed? Okay I can't think up an excuse for that?" Richie slightly was trying to say what can be a possibility, until he sign in defeat: knowing the suspicion went against suspicious growling sounds.

"Come on, lets check it out." Virgil issued off they investigate.

Soon the high school teens snuck around to take a peak at the Fossil Exhibit, only to witness a shock they never believe. Two weird creatures were there, & fighting it off against the other.

One was a creature in which it's front resembles that of a bald eagle with white feathers, an orange color beak & talons seen in the front, & with light brown color eyes. However, the back half is clearly that of a lion with yellow color fur, back hind leg paws, & a tail with a brown fuzzy end. Not to mention brown wings with white tips on the ends of each feathers. In a strange manner, all these features make the creature appear to be a mythical animal known as a Griffon.

The second was a creature who's appearance matches closely to black Asian Water Monitor lizard, with a yellow underside, & light-bronze color eyes. However, another feature shows it has a mixture of closely to a manta ray called an eagle ray that's a dark-blue color theme, with the flaps on sides, a tail, & light brown eagle ray scales on the back.

"Woah! Richie, you seeing this?" Virgil exclaimed in not believing what they are witnessing as the two mix breed creatures continued fighting.

"If you mean two weird creatures fighting it off against another? I say…yes! Yes I DO See it!?" Richie responded in feeling like this was way off the meter of the average everyday thing to witness in a daily life.

"Check out the details bro. Half Eagle…Half Lion…Almost like a Griffin. And the other…" Virgil pointed off to notice how one of the creature almost looked like a mythical creature, but the other one.

"Hmmm…looks like Half Water Monitor Lizard And…Half Manta. Gotta say, never thought a combo existed?" Richie stated in knowing what the other creature looked like, & was surprise all the same.

"Okay, I know I'm not doing so well in Biology, but you think they cover a report about weird cross breed species & them being natural enemies?" Virgil stated in thinking this was too whacked, ain't no way they covered such creatures & behaviors in class.

"Dude, I don't think this was covered in Biology Class. I think those might be the… _'You-know-Whats'_ …that's been all over the news." Richie issued off in having to guess just what creatures they are seeing, & knowing they are not those naturally born on their world.

"You mean the whole…Robot Aliens In Disguise thing. That's them?" Virgil stated off in following what Richie was saying, & can't believe they are actually seeing the real thing.

"Exactly! We gotta go warn our class before those two notice anything. Or worse, our next field trip might be to a nearby hospital." Richie stated in knowing they gotta clear everyone out, before someone gets hurt during this tissue.

The two boys had to think of what to do, until Virgil saw a Fire Alarm device nearby. They snuck quietly on the ground as the creatures fought, until Virgil reach to pull & cause a loud alarm to go off that was heard all over.

"Everyone, quickly remain calm…it's just a Fire Alarm…lets move in an orderly line." The guide man issued off to the panicked class of students, as they began to slowly head for the exit.

"Virg! Virgil!? Oh…I hope you made it out, but if I find out this was your doing, so help me…" Sharon looked to find her brother, but didn't see him; she became upset in thinking if this was prank, then big sis will not be amuse.

Sharon went quietly to help the other students get out. But while this went on, back in the Fossil Exhibit, the two creatures focus on the noise, & then looked around. And that's when they noticed Virgil & Richie trying to sneak off, & the boys noticed they got found out.

"Uh oh bro., I think one of them just took notice of us! Time to Go!" Richie issued off in seeing they are noticed.

"Oh, leaving so soon…I was just liking to get to know you." Suddenly lizard-manta approached from around the corner of the boys, speaking with a female voice.

"Um, okay…so I guess you are NOT a normal creature if you can talk?" Virgil raised an eyebrow in seeing this was definitely, not a normal animal.

"Was it you who made the loud noise?" The lizard-manta asked in showing a suspicious expression with a hint of slyness; as she's close to the truth.

"Oh, that was just a prank, we…didn't mean to interrupt…whatever it was you were doing?" Richie sheepishly shrug off the shoulders on just pulling a prank, nothing more.

"Right…so we'll just happily leave you two alone so you can discuss whatever issues you got going on." Virgil issued to say as the two guys were getting ready to step away…

But just then, the lizard-manta creature cornered the guys, & leans it's manta ray tail out, as it showed an electrical current to spark the boys to notice.

"I don't know if I can trust you, you look like would try to hurt me if I let you go & get help?" The female lizard-manta stated with a sly tone in observing the guys here, knowing how they think & act if she is not careful.

"Who, us? Nah-nah…we're just going cause we're late…" Virgil sheepishly stated about them not doing anything suspicious, while looking suspicious pretending not to be.

"Right, so…do you mind…lowering that electric sting ray tail…please?" Richie asked with a nervous expression, that sting ray tail looks nasty to get jolted by.

"Like it, why not take a closer look?" The female lizard-manta stated in able to have her tail lean closer to the worried teens when…

"Get Down!" Another voice was heard warning the guys.

Then something tackled the lizard-manta to crashed against some nearby fossils. Virgil & Richie saw that the one who helped them was none other then…the half eagle & half lion matching a griffon.

"Quickly, getaway!" The eagle-lion creature issued off to say with a female voice of concern: surprising the guys that she was willing to let them go.

"Urrrgh….how dare you!" The lizard-manta creature growled in sounding upset by who interrupted.

Then suddenly the lizard-manta creature swung her sting ray tail as it's impact shock the eagle-lion creature off. But the impact was heading right for where Richie & Virgil were by a window.

"CRASHFruvhmmm…/AAAaahhhh!" Soon Virgil & Richie were heard screaming as they were falling down.

When the mysterious creature peaks outside, she heard a strange noise. There was a recycle truck that was compressing the contents together, & then popped out a cube. It maybe likely that the targets had become nothing now but compress junk.

"Oops, looks like I might have overdone it a bit?" The lizard-manta creature sheepishly stated on having overdone things, a bit.

"My-my, you certainly have the Predacon in you." Another voice was heard in the room, making the lizard-manta turn to find…a black panther slowly prowling.

"Oh, & who are you to judge what I meant be?" The lizard-manta creature asked with interest.

"It's no secret, you are one of us….if you speak the activation code. Miss…" Shadow Panther responded to say as such before wondering who he was speaking to.

"You may address me as…Toxica! It seems to go with my figure?" The lizard-manta female stated on what her name was, sounded like she was thinking the name match her toxic persona.

"Very well Toxica, just do as I do. TERRORIZE!" Shadow Panther issued off to say before having spoken the activation code, lets off a panther roar as he transforms from Beast Mode to Robot Mode before the Fuzor.

"Hmmmm…impressive…let me give it a whirl." Toxica smiled in thinking that wasn't bad, now for her to try. "Toxica – TERRORIZE!" She announced forth her activation code without delay.

She let off a loud battle scream while her body was transforming from Beast Mode to Robot Mode.

Now we see the lizard-manta female creature let off a loud screech, as she under went a transformation from Beast Mode to Robot Mode. She transformed into a fembot figure, with metallic purple exoskeleton frame. Much parts of her Beast Mode is convertibly change like the monitor lizard front legs formed the legs from knees to the boot while the arms formed with lizard hind legs on the shoulders. The lizard head converges on the backside of the body, while the front becomes a metallic spotted chest while her waist gains a metallic mid-skirt length feature. Two dark-blue battle gauntlets with the left one having form the eagle ray wing flaps to act as a miniature shield guard while the right one displays the tail off the wrist. Her helmet is form like a dome head-style with two dangling ray-like tails acting as hair features. Within the helmet was a silver metallic face of a fembot beauty with red color optic eyes. Her entire figure gives the appearance of a mid-young woman in her 30s dressed to look like dark theme predator Lolita character.

"My-my, now this…fits me just fine? So tell me, dark-mysterious stranger…what's the catch? You certainly didn't come here just for me?" Toxica stated to admire her new Robot Mode while being curious, Shadow Panther seems like someone that gets something in return.

"My name is Shadow Panther, my group came searching for you & others in pods. Are there others?" Shadow Panther stated in who he was, & what their mission was.

"Hmmm…pods, now that I think about it, I did pop out of something & wander off from two others?" Toxica pondered to think for a moment in recalling what she remembered before arriving here.

"Excellent, show me where they are." Shadow Panther smiled to see things are gonna work out.

"Easy there, what's in it for me?" Toxica held up a hand to stop the bot, wondering what she gets out of it.

"Aiding our leader, Lord Megatron, it obtaining more troops to aid in the destruction of the Maximals & our lust for conquest." Black Panther issued forth in knowing precisely what it is that the Predacons standby to gain.

"Maximals…hugh, I wonder if that other one I felt bothered by was a Maximal?" Toxica raised an eyebrow to ponder this for thought.

"Other one?" Black Panther raised an eyebrow when he heard this.

"She's already gone along with two other creatures. So what are we standing around here for, lets get going." Toxica issued off to say this while deciding to get things moving.

Soon Shadow Panther & Toxica were seen leaving the scene by leaping out of the open window. But down below, no one was aware that those crushed by the compression truck…were actually alright. Truth be told, Virgil & Richie along with the mysterious Fuzor were underneath of the truck: they faked their demise.

"Man V-Man, that was close…if you didn't pull us out of that, we be press & recycled in that truck." Richie stated in how close a shave it was when they escaped & made it look like they got crushed.

"I'll say, man, what was up with that thing. And like you said Rich, she was one of those Robots in Disguise." Virgil issued off to respond while knowing the creature, was a bot using some animal disguise.

"Then I say we bolt, no telling how many more of her 'Friends' we'll encounter." Richie issued to say they run for it, less they get dragged into something.

"Wait, what about her? She seem different….she tried to help us. We can't just leave her hanging." Virgil pointed off to the unconscious griffon creature, recalling she helped them out.

"Ehhh, your right? Looks like she took some damage?" Richie shrug off to say in agreement while also noticing this one had some wire damage.

"Can you fix her?" Virgil asked if his pal can do a repair job.

"Dude, I maybe smart, but this is alien tech! I need like a place seclude to work without being found out along with tools & stuff!" Richie exclaimed that he needs like a work space in order to work things out.

"Then lets go to the gift shop, that be the last place anyone would go, & don't worry so much. We got this!" Virgil issued to say with confidence that they can handle this matter.

Richie seem hesitated to believe if they did, but this was no time to argue. The boys lifted the Fuzor up, & boy was it not a lightweight. The scene zooms out from here of other events taking place.

* * *

 **LATER AT TOXICA'S LOCATION**

The scene changes to a remote location where Toxica lead Shadow Panther who meant up with Snapper, Leatherhide & Ripteeth. They reach a sight that had three Stasis Pods that were buried under fallen trees most likely when they crashed. But the real surprise was that after clearing some of the wood away, one pod as found open that belong to Toxica. And while having found a second pod, the last one was much…BIGGER then the usual size which earn much attention.

"Hmmm…one of these pods is…exceptionally larger then the rest." Leatherhide commented to see out of the pods here, one seems pretty big like when they got Volga.

"So, what happens next?" Snapper asked off in not sure what they do after finally finding these pods.

"Now we make certain when they become active, they are one of us!" Black Panther issued off that they begin to reprogram these Protoforms, into Predacons like them.

"Um, excuse me, I thought you said I 'was' one of you?" Toxica spoke up to mention this to those that say she was 'one of them' when they first meant.

"Gyah-hahahah, it's cause of your personality! You knock off another bot & those humans without blinking an eye!" Ripteeth laughed off to state that Toxica is already as good a Predacon without needing any reprogramming.

"You get to watch in how we turn the Maximals little protoforms, into one of our own. You are an acceptation to not needing that." Black Panther issued forth to compliment the fembot while hiding some truthful facts in having change Toxica's activation code.

"Beep-beep, beep!" Suddenly the Pred's instruments went off, alerting them of a 'certain' energy frequency on the move.

"Hmmm…seems there are other Maximals in the area? And one by it's self…" Leatherhide exclaimed in what their instruments were informing them of other Maximals, but one of them was farther from the rest. "Unless…it's the other Fuzor!" He stated in having thought that the only explanation was that….the Fuzor beside Toxica survived & regain it's functions as a Maximal.

"Wait, are you sure….I saw her get crushed?" Toxica asked puzzled, having believed those that fell in the garbage truck got squashed.

"Hmmm…you only believed what you witness without determining the actual body." Black Panther thought about this to understand there was a chance, to pull a fake demise to escape undetected. "Get those Protoforms ready! We maybe having them go out to test themselves against whatever company comes." He gave the order to the others, knowing if the Maximals are coming, then they should prepare a 'welcome' comment.

The Predacons soon began to work on the new pods by opening the compartments, & replacing the Maximal Locking-Chips, with Predacon Locking-Chips. Now after much fiddle, the DNA Replication Scanner would show up, & soon….new bots serving the Preds would come online.

* * *

 **MAXIMAL ARRIVAL TEAM**

The scene opens to reveal Leo, Mach Kick, Grizzly-1, & Razorbeast walking into the museum area. The good news was that there were no humans around, bad news was seeing the messy sight in one exhibit that appeared to show a fight happened here.

"Woah, seems like there was a lot of commotion here?" Razorbeast commented in seeing the messy state of the area.

"You just noticed?" Mach Kick raised an eyebrow in sarcastically stating this was not that hard to guess who caused such a scene.

"Oh brother, would you two pick up the paste! We gotta find those pods ASAP!" Grizzly-1 rolled his eyes from being impatient that they have no time for games, they got an important job to do.

"We must keep our presence low, fortunately this area has means for us to blend in." Leo instructed the group to hear & pay attention, they must not get noticed & blend in as if they were not suspicious.

"Beep-beep!/Woah-woah, hey check this out! There's a signal! And it's close by!" Grizzly-1 stopped the others to hold up a device, as it was detecting a Maximal signal near them.

The Maximal team slowly were following the signal, but it lead them to some gift shop area. And there were two human high school teenagers with some tools & electrical equipment. And on the table was a strange creature looked like a Griffon: there was no mistaking that was one of the Maximal Protoforms that's become a Fuzor. But question remains, what are those humans doing, are they…helping the creature?

"Okay V-man, that should do it." Richie signed to wipe the sweat off his forehead, it was a lot of work, but they managed.

"Good, now all we gotta do is wait until she wakes up. I got some questions as why one tried to attack us while this one tried to save us. Cause something about them being all that bad sounds more like a half empty half full subject." Virgil stated off to comment that there were questions he like answers for after witnessing something that the story they heard, isn't not all true.

"Perhaps we can answer some of that, if you permit us." Leo's voice was heard before he & the Maximals entered the room in their Beast Modes.

"Woah-woah, woah-WOAH!" Richie yelped in seeing this, & it freaked him while he left Virgil stump speechless. "Ahhh….giant, walking, & talking animals…okay…this seems bad!?" Richie exclaimed in thinking this was not one of those days where they encounter strange creatures that are actually robots.

"Easy there kid, we're only here to check up on our own." Grizzly-1 issued off to state they are here to check the Fuzor on the table.

"Your 'own', exactly how does that discriminate you? Are you the good ones or the not so friendly ones?" Virgil raised an eyebrow to remark the fact that it's hard telling one good from the bad.

"Ugh…whatta mean?" Razorbeast raised an eyebrow in not following this discussion.

"This one got attacked by some freaky mix animal, & she saved us. Then her attacker left with some bot with a black panther feature." Virgil pointed off to mention what they saw happened that surprised the Maximals.

"Uh-oh! Sounds like Shadow Panther, he must have recruited one of the new Fuzors that came online." Mach Kick exclaimed in realizing what Virgil was saying, & it's not good to hear.

"Wait, wait-wait-wait, can somebody tell us what's going on?" Richie waved his arms out in not following where this discussion was even going.

"Ugh…I like to know the same thing?" Then all eyes were on the griffon that was finally coming around.

"Seeing as you helped this one, perhaps it's only fair." Leo stated in firmly deciding that if these humans helped one of their own after being saved, perhaps they can be trusted with the truth.

After a few minutes, Virgil & Richie were given enough details on what it was they gotten themselves into, & the new Fuzor having learn that she was a Maximal.

"Wow, two different alien transforming robot races? Battling it out in a war on our planet, this just totally blew my mind!" Richie stated in thinking this was way too out of there to be real.

"No doubt! So you're the good bots, & your saying there are others like you, some in these capsule shape pods that if the Predacons reach them before they become activated, turn into what attacked us." Virgil slowly was speaking in following what the basic story was about the Maximals & Predacons along with what they are currently up to.

"Nothing gets pass you, does it Sherlock?" Grizzly-1 remarked off in seeing someone managed to catch up to speed on the whole event.

"Well we finally managed to find one Maximal, ugh...what was your name again Miss?" Razorbeast slowly stated off while pondering the thought, they never asked a name of the new Fuzor.

"Why, this is all so….so new to me? Guess when I saw this place, I was pretty eager to check it out." The eagle-lion fembot exclaimed in having felt like she just wanted to check out new places without really having a second thought. "I guess if I'm being honest, I'm just following a stream going down a line, & when I saw what that other creature was doing, I acted cocky to stop her, but protect these guys so they didn't get hurt." She stated from having pretty much said enough that explains much about her character. "Hmmm…stream….line…That's it, call me: Streamline!" She issued to say in having decided what she is: Streamline.

"Streamline, can you recall if there were any other pods near your own?" Leo asked in liking to know if the New Maximal recalls if there were others from where she might have come from.

"Well sure I do, it was near a river." Streamline issued off to say in pointing it was outside.

"Well then let's go rescue your pals before they turn into our own worse enemies! And I'm talking literally here, not just figuratively speaking" Virgil issued off in thinking they best get a move on before the Preds turn other Maximals into their own evil troops.

"Hey-hey! Look, we appreciate you helping. But lets face it, normal human beings can't match up against what the Preds are packing!" Grizzly-1 stood against the teenage boys to remotely say that normal human beings stand no chance against Transformers packing fire power.

"But we…" Virgil was about to say, but got cut off.

"Hey guys! If we're doing this, then lets hurry & reach those pods!" Mach Kick issued off to say that they gotta reach the pods before the enemy does.

Soon the Maximals along with Streamline leading them were leaving the gift shop area. But as they went, Virgil & Richie were left with nothing more then to see the bots go off to embark on danger they didn't want normal humans to get involved in.

"Whelp, there goes our first encounter with alien robots. Man, it's like living a comic dream." Richie stated to say in how it felt meeting such things others believe was just comic fiction.

"Come on Richie! We gotta do something to help them out!" Virgil issued off in thinking those guys needed their help.

"Bro., I know you feel like we should, but may I remind you that the government put a pretty big bounty on their heads. If we get seen helping them, just think what that will do to us!" Richie issued off to say in knowing if the government folks that run things, like Sector Seven get word of this, they might get label as traitors.

"Hmmm…" Virgil hums to himself in having to take a moment to think about this; then he noticed outfits & costumes where folks can look like those from history, etc. "So…we won't go as 'us' then!" Virgil issued off with a sly smile in having thought up the perfect idea.

"What do you mean?" Richie raised an eyebrow in thinking his best bud just thought up something.

"I mean that we know what they don't know, & no one else knows about what else we can do that we know. You know?" Virgil issued off to state in mentioning that they got something no one else knows of, & that might be the key.

"Yeeeeaaah?" Richie slowly responded in following that somewhat ridiculous statement. "So wait, your serious, you wanna risk it? I mean, you do know what the government is also wanting folks to call in 'besides' Alien Robots, right?" He stated to remind Virgil of another thing that the government is especially keeping watch on.

"Yeah, but as long as we're careful, they won't be able to pin it together." Virgil issued off to crack a sly smile to say this with confidence.

"Hugh. Okay, if we're gonna do this, we'll need fabric material, other materials, & some mechanical parts? Luckily the hardware exhibit is right next door." Richie signed to give in while asking for some request here in what they will need.

"Cool Rich, time for us to get our Game-On!" Virgil issued forth to say this in seeing it's time for them to shine.

"Well if we were gonna show off, this be the perfect timing!" Richie shrug off to lightly state how they may as well go out swinging, etc.

Now Richie & Virgil quickly had to get some things together, cause time was ticking, & if they don't wanna miss any action: they gotta work fast.

* * *

 **NEAR STREAMLINE'S POD SIGHT**

The scene later shows Streamline leading Leo's group towards a nearby river where there was seemingly a lot of rocks covering portions. But sticking out from some portion of moved rocks was an opened Stasis Pod that maybe where Streamline original came from.

"This is where I came out…" Streamline pointed off in knowing this is where she left her pod the 1st time.

"Looks like some rock slide covered up much of the others, better dig them out." Grizzly-1 issued off in seeing much of some rocks covering the area in the river.

"You do know, horses are for running then digging." Mach Kick pointed off in knowing that horses can't dig as much with hooves. "But I hear warthogs are good at digging." He stated in knowing that perhaps those of them with a Beast Mode for digging can help out.

"They are?" Razorbeast responded puzzled to hear he can do a better digging job. "Well, okay…stand back!" He shrug off to say in deciding to give it a try, being very simple as he is.

Now Razorbeast was seen trying to move all of the rocks out of the way by digging through everything. After several minutes of digging, a lot of rocks were moved to allow those to see what was around. There was not just Streamline's open pod, but also two other pods near it.

"Yes! We found them! There's at least two others here!" Mach Kick issued off to say in seeing they found two pods next to Streamline's pod.

"Too bad they will belong to us!" Snapper was heard making a remark about the find not staying with the good bots.

Then the Maximal Team looked up over head, & they soon saw Shadow Panther, Leatherhide, Ripteeth, Snapper & their newest member Toxica in the mix.

"Predacons! Maximals! MAXIMIZE!" Leo gave the word out that it's time for them to transform.

Soon Leo made a loud lion roar, Razorbeast made a warthog's squeal, Grizzly-1 made a loud bear roar & Mach Kick made a mighty horse sound. They transform from Beast Mode to Robot Mode while bringing out their weapons to prepare for battle.

"Well, time to see what I got! Streamline – MAXIMIZE!" Streamline issued off to say before deciding to give her activation code she's been informed of a try.

Then Streamline let off a what seem like a lion's type of roar of being Half-Eagle & Half-Lion, as she transforms from Beast Mode to Robot Mode for the first time & took on a new look. Upon having transformed, takes a structure form of a yellow exoskeleton fembot with it's Beast Mode features. The lion lower half transforms into the waist & legs while the paws are changed into boots. The chest area becomes a dark-bronze silver plating suit with a light-blue glass component on the top. The arms are dark-bronze silver while around the wrist are white metallic battle claw talons gauntlets from the eagle's talon feature. Off her back are the wings converted the feathers into a more metallic feature, but on a smaller size decoration. The helmet forms the eagle head feature, while the silver metallic face in the center is of a young adult age fembot with light green optic eyes. Studying her figure having a slender figure, she could be seen as a young adult fembot around 26 of age.

"Sweet! Time to show my stuff!" Streamline exclaimed in liking the new look she's got, as she seems ready to partake in battle.

"So you survived?" Toxica issued off to look at Streamline as if seeing the one she fought was now gone after all. "Well, I suppose this would be a good time to see which of us is better." She proclaimed that this will settle who is better among the two Fuzors.

Now the Maximals & Predacons were engage in where the bot bots took positions near the pods to defend them against the enemies that were above. They were letting off a few blast shots, but so far no one was getting anywhere fast. But something approach from around the corner of the Maximals.

"Tsh-tsh…it seems you wanted to take the credit & leave us out of it?" A new voice was heard making light of those that were fighting, but mostly at the Maximals.

"Hugh, who said that?" Grizzly-1 raised an eyebrow to ask who was there.

"That would be me?" The voice's owner responded to the question.

Suddenly the Maximals noticed another creature approaching from behind. The creature that appears to resemble like a Jackal type species almost matching like an Ethiopian Wolf, only with a more Transmetal design feature appearance. The design is more crimson red, with a silver gray design plating for the underbelly area, the wrist above the paws, inside the ears, & tail edge, & has orange color eyes. The other extra features reveal side-wheels on the rear & front legs.

"Hugh…what is that?" Razorbeast raised an eyebrow in seeing a strange new Transformer.

"Looks like a Jackal creature, but a Transmetal version?" Mach Kick raised an eyebrow in never seeing such a strange creature. "But so what, you think we're scared of one new enemy." He issued off in not being scared of such a new Predacon.

"Maybe you should consider that, after you meant one more." The Jackal Pred remarked off with a sly smile.

Suddenly a loud noise was heard, it resembled insect wings fluttering, but sounded bigger. Then trees were heard breaking down before something big entered the scene that surprised the Maximals. A creature that appears to be a large giant-size version of a Hercules Beetle, only in a more Transmetal design appearance. The design theme is dark desert brown, with a tan dark brown underbelly side, & it's eyes were clear red color.

"Woah! That is ONE BIG BUG!?" Streamline exclaimed in shock in seeing what was before them.

"If you think that's surprising, then witness this latest feature!" The Pred Jackal issued forth in having another surprise to reveal here.

Then the Transmetal Jackal transform his body, but into Vehicle Mode. The form he took wasn't much, but with the side-wheels sliding down the legs to connect to the paws, & then from the top back compartment reveals a jet engine thruster. Soon he revved up to zoom around the Maximals, causing them to fire, but not hit a slick target.

"What the! He's got a Vehicle Mode like Rattrap's?" Mach Kick raised an eyebrow in seeing what they are facing with this enemy's new trick.

"I'm more worried about the Big Bug! Look!" Grizzly-1 stated in knowing they got a bigger problem from the larger foe at large.

Suddenly the large giant Transmetal insect also transform into it's own Vehicle Mode at the moment. It transformed into a shape beetle shaped tank with the bottle horn splitting to form the horizontal guards. Followed by it's insect legs position: the front connect vertical, the middle one horizal, & the rear ones connect vertical to the front's top, thereby making a triangle shape. Then from a compartment by the bottom split horn, a tank trend wheel spreads & cover them. The upper horn leans down while converting into an energy pulse cannon. The beetle wing shells convertibly stretch outwards to the sides, revealing from under the actual insect wings are thruster jets to make the tank capable of flight. And when it took off into the air, it began to position it's self into an attack range.

"A BEETLE TANK!? Really!?" Mach Kick shouted off in not believing this, like they haven't had enough problems to deal with today.

"POWfruvhmm…POWfruvhmm…" Suddenly the Beetle Tank Predacon fired powerful energy cannon shots from it's horn. "BAMfruvhmmm…" And the shots impacted where the Maximals were taking cover.

"WAAaaughhh…Guuuagh!" The Maximals were scattered apart from their cries as they hit different areas & were away from the pods.

"Excellent work Knockout, Hardshell! Now Toxica, join them & take the pods further away to reprogram them, we'll keep the Maximals at bay!" Black Panther issued off to give them orders to have them head forth to secure the pods while they keep the Maximals from going anywhere.

"Whatever you say." Toxica issued to say as she leaped down onto the beetle as it change to Beast Mode to recuse the two pods under it's insect legs.

"Baaah….why flee, I desire to tear my enemies to pieces!" The beetle Pred remarked off in sounding like a brutal warrior wishing to engage in combat until his enemies are no more.

"Patients Hardshell, the best tactics are better then simple brute force. You'll get your chance." The jackal Pred issued to say this as he climbed onto the beetle called Hardshell in knowing that tactics can help them the most.

"Come on Knock Out, lets go!" Toxica issued off to help the jackal named Knock Out up on the beetle.

Soon Hardshell took off with Toxica & Knock Out were soaring into the sky with two of the Stasis Pods. The Maximals recovered, but only to duck behind cover when the remaining Predacons started firing on them.

"They're stealing the Pods!" Grizzly-1 issued off in seeing the Preds are swiping their pods right from under their noses.

"Streamline, as the only flier present, you must follow them. Do not lose them!" Leo issued to give the new Fuzor the big task to save the pods.

"You can count on me!" Streamline issued to say as she took off in the air faster to evade the Predacon ground unit from even hitting her.

"Hey! One of them is going after them!" Ripteeth issued off in seeing the flying fembot got away.

"What now?" Snapper asked in what they do, try to go after the Fuzor Maximal or not.

"She cannot win against the odds, our task is to keep the Maximals here as long as possible." Leatherhide

Soon the battle continued as both sides were in a head-lock situation. But the camera zooms away as another event was about to take place.

* * *

 **BACK NEAR THE** **MUSEUM**

The scene opens to show that Virgil was helping Richie with the last materials he could bring. And after much patch work & matching along with some welding torch & electrical computer chips & metal components, everything was pretty much down as the glasses wearing boy took off the heat protection mask.

"Alright bro., they're ready." Richie stated in having finished everything that he needed to perfect the work.

"Good timing, cause take a look out there!" Virgil issued off in noticing that the timing couldn't be better.

Just outside a window, the two high school teenagers noticed something flying near them. But the biggest catch was seeing a giant beetle flying while carrying two capasule shaped pods, & there was Streamline flying to catch up to those taking the objects.

"Woah! That's really…more then I was expecting? Um V, you sure we can?" Richie exclaimed in being surprised, wondering if the two can really handle this.

"Hey with your brainaic work & my sparklingly touch, we got this!" Virgil issued off in thinking they got this if they just trust what they can do.

Now back with Streamline, she finally managed to overpass her foes trying to getaway with the pods. Then she revealed her Wrist Talon Claw Gaunlets had cannon guns to take aim at the enemies.

"Put Those Pods Down!" Streamline shouted off in holding her weapon out in preparing to take down the enemy.

"You just don't learn, do you? It's three on one, & if you fire…you might cause Hardshell to drop the pods." Knock Out issued off in knowing if the Maximal Fuzor attacks them, she'll force the one holding the pods to be dropped from their high position.

Things did not seem to go well, because it look to be a stalemate. If Streamline fires she can injury the enemies, but risk the pods getting damage & putting the Protoforms endanger. But if Streamline does nothing, then the enemy will getaway & turn innocent Protoforms into Predacons. This was a difficult situation that there seem to be no way out.

"BRizizivhmmm…" Suddenly without warning, a white electrical force making static noises was seen as in made contact with the pods, forcing them to leave the giant beetle's grasp.

"WHHHAAATH!?" Hardshell yelped in having witness that the pods were taken out of his insect grip.

"What's going on!?" Knock Out shouted off in noticing the pods were taken, but what force was responsible for it.

Then everyone saw a strange character that was not a Transformer, but appeared somewhat human? A black human age teenager wearing black cargo pants with yellow pads down between the ankle & knee outside areas, a black shirt with a yellow belt, & a yellow lightning bolt symbol in a circle on the shirt. Wore dark blue boots with yellow straps, wore dark blue gloves with a yellow wrist slider, wore a dark blue coat-coat jacket with black theme on the top side & yellow on the inside. And wore a white eye mask with dark blue shade sunglasses over it. What was interesting is that this character was unleashing a static electricity from his hands & was hovering on a metal disc beneath his feet.

"I'm sorry! Is this a private party, or can anyone join?" The costume static kid issued off to say with a cocky attitude as he soon place the two pods on the ground near the museum: his voice sounded like Virgil.

"That voice…?" Streamline responded in thinking she knows that voice.

"Who are you!?" Toxica raised an eyebrow in not knowing who was interfering.

"The Name's Static! _**I'll Put A Shock To Your System!**_ " The black hero issued off to say while giving off a catchy line on the spot. "Like This!" Then he held up a hand in which his sparklingly hand took aim.

"BRziizivhmmm…./GYRRAaaughhh!" Suddenly Hardshell was caught in the static force before thrown against some nearby rocks. "POWFruvhmmm…" Hardshell bash through while Knock Out & Toxica got buried under the debris.

"You…but, I thought…?" Streamline exclaimed in knowing who this 'Static' person was.

"We can discuss this later, lets meet up with Gear first!" Static issued off to say this as they can talk when they meet up with someone else.

Streamline was confused before she & Static went down to the ground, & there was someone else there waiting by the pods. A human age teenager wearing a dark tan green & white style body suit composed of cargo pants & a sleeveless shirt. Comes with dark tan green roller skate boots with white straps, light black pair of gloves, & a silver metallic compartment belt. He wears a white goal keeper mask with two dark green strip marks on top, & a dark tan green glass face mask cover that hid his identity. The only thing extra is a strange disc backpack with legs grip on the lower waist & shoulders, a red glass top & one red optic on underneath: it almost looks like a metallic robot type of creature.

"Yo Static! Nice job setting the pods here." Gear issued off to comment the guy from bringing the pods down to him: his voice sounded like Richie.

"You…You are those two boys, but…what's going on!?" Streamline flew down near those that she was surprise again to see.

"Long story short, we're what you call…Meta-Humans. Happen right after the Big Moon shot out that weird energy thing that turn us into what we are." Static issued off to simply state how he & his bud became what they are now.

"Yep, gave him Static Powers, & me….Super Smarts. I know, not what you call Super, but the gizmos & gear I pack make up for it." Gear issued off to explain in what they can do, but while his is not as 'flashy impressive', smarts can help in other ways.

"Well I don't think that will stop those Preds long, think you can use that big brain of yours to active the pods & give us some backup." Streamline issued off to think maybe one of these boys can activate the other pods.

"No sweat, just give me a few minutes to figure out how to work these things." Gear issued off in thinking that he'll have this settled in a few minutes to understand the tech.

"BAMFruvhmm…" Then a loud explosion was heard as rubble was shot all over the air. That was when Streamline, Static & Gear noticed that the new Predacons were back up & ready for another round.

"You delinquents! You scratch my new paintjob….you'll pay for that!" Knock Out glared at the targets in seeing they scratch his armor, & he doesn't like his style work being ruined. "Knock Out – TERRORIZE!" The guy spoke his activation code all of a sudden.

Now the jackal made a loud snarling growl before transforming from Beast Mode, into Robot Mode. The transformation reveal he turned into a metallic bot with silver-gray exoskeleton frame. Much parts of his Beast Mode is shifted & submerge in different motion portions of the body. The jackal head becomes a frame center for the chest, the front paws become the steel-toe area while the wheels act as heels & armored up to the knee joint. The back paws are shifted upwards to be station near the shoulders to act as shoulder pads while the larger wheels stick out from the backside, & the tail is split to act as elbow to wrist cover gauntlet pads. The red helmet is seven pointed blades around the back area with the top center being taller for the forehead area, revealing a white-gray metallic face showing orange optic eyes.

"GRrrr….HARDSHELL – TERRORIZE!" Now it was Hardshell's turn, & he sounded angry upon saying his activation code too.

Now the large beetle began to transform from Beast Mode to Robot Mode here. And once over, transformed into a large-size giant bot with much metal insect features. The exoskeleton is silver, the Hercules beetle shell armor & plating cover the boots to knees, waist-guard, wrist gauntlets, spike shoulder pads, & the main beetle body. From the boots had two silver edge toes, for the hands there were four razor-sharp metal fingers. On the backside was the beetle shell-wings which can open up & reveal metallic insect wings for flight. The helmet style of desert combatant, with the insect jaw feelers located off the cheek sides; the large one & smaller one close to the mid-mouth piece. Within the helmet was a silver metallic face, a long pointed jaw with sharp teeth, & a red downward triangle visor for the eyes. In comparison, it's like looking at a large ferocious brutal warrior of terrible might in size, strength, & one that will destroy anything in it's path.

"Better make that a few seconds bro., cause the ugly crew is back! And they are NOT looking too pleased?" Static issued off in seeing that they just got lesser time with the enemy now getting serious.

Now a battle suddenly occurred as Static took on the big target known as Hardshell. The static power young hero attracted any metal nearby to throw them off as projectiles to harm the large bot. But Hardshell was seen using his razor sharp claws to slice through to fly after the guy.

"Hey! Woah! Man, where's the world's biggest can of pest control when you need it!?" Static yelped from what this guy tried to do to him, & remark he wished he had what could remove pest.

"Insignificant Whelp! I will grind your flesh when I get a hold of you!" Hardshell snapped off in roaring before the static boy

"Wooh-wee, I think your killer breath might beat you too it!?" Static waved his hand in front of his mouth, stating the guy's breath could be felt from the passing wind; it reeks.

"Grrrr…." Hardshell growls off as he continued to pursue Static as the boy on a flying disc out maneuver him.

Streamline was really firing her wrist cannon guns off against Toxica as she used a left wing flap shield-crossbow to fire energy bolts. Even though Streamline had air support, she couldn't get near her target that could attack her in the air.

"You seem to be doing much better, too bad you can't last long!" Toxica remarked off to say with a sly cocky grin towards her opponent not knowing what has occurred.

"Hugh!?" Streamline suddenly noticed someone was missing, & turn around… "No!" She gasped in seeing that Knock Out was heading for Gear & the pods.

"Too late!" Knockout issued to say as he soon came up from behind the boy in roller skates. "Now I have you." Knock Out issued off in preparing to capture the boy & take the pods.

"Ugh, hold that thought! Better yet, hold this!" Gear issued off to say before tossing Knock Out something.

"What?" Knock Out suddenly caught a strange metallic sphere when… "Poof!/Gripvhmm…" Without warning, metallic lash ropes sprung out to entangled the bot. "GRaaugh….what is this!?" He struggled to get free, but these things were tight.

"A special thing to restrain targets…" Gear issued off to say this while he quickly return to his work. "Lets hope it can hold you long enough? Alrigh Backpack, help work the other pod." Gear stated off to say as his backpack device came off to walk on the extended legs & the optic eye came out as they began to type in commands.

"Nrrrrugh….very clever little boy? But perhaps you didn't know what my function is?" Knock Out struggled to get free while complimenting someone who doesn't know who he's messing with.

"Let me guess, destructive, demolition, or some kind of strategist?" Gear remarked off to say in not paying

"No…My field in expertise is being a Medical Doctor…" Knock Out issued off to say in what he does by his function.

"Really, you don't strike me as such?" Gear remarked off to say in typing on one pod console after hearing what the enemy was; a doctor, doesn't look like one.

"Then you should realize that every good surgeon carries a useful tool when they need it, such as…" Knock Out was explaining this as one of his wrist compartments opened up. "Snap!/Now!" He proclaimed while revealing a left wrist surgical driller & right wrist surgical buzz-saw that he used to cut himself free of the metallic straps.

"Oh boy!...Come on, pick up the paste Backpack…&….YES!" Gear yelped in seeing the enemy got free, & had to work fast before….he smiled.

Just when Knock Out was preparing to use his wicked surgical skills on Gear, the two pods made a response sound that alerted anyone to hear.

" _Beginning DNA Scanning & Replication!_" The pod's computer voice issued off to say before the antenna balls came out in preparing a scan function for a matching lifeform.

"What! Noooo! He's activated them before we could replace the chips!" Toxica gasped in noticing that they were too late.

"Way to go Gear!" Static cheered down below as Hardshell noticed it too; the pods are active without being tampered.

Soon the DNA Wave Frequency was released, scanning all lifeforms around. Within the museum, just happen to be some basic lifeforms that were scanned because of the fur texture. And soon the DNA Wave cease, & the pods were in vibration before the hatches were opened, steam escaped before two things were coming out of them.

The 1st to come out was a creature who's appearance closely resembles a falcon species, only it's a Transmetal version. The main metal feature color pattern is dark-magenta & red side line trails on the feathers in different patterns. The talons & beak were tan gold yellow color, & the eyes were red-pink color

The 2nd to come out was a thinly looking mechanical T-rex species known as a Daspletosaurus. The body plating was a red color chrome armor plating from the legs to the feet, & the upper body. Much else of basic color was black mechanical features from a trail line off the top head down the back, & underneath the belly area. A yellow trail line on two sides of the body which stretches to the tail & stripe lip marks by the jaw, & spikes off the back head area. Metallic steel T-rex claw nails, even steel toes off the feet. The optic color of the eyes were tan dark-emerald color.

"Baaahhh! This is what you were expecting as reinforcements! They will be crush beneath my sever grip!" Hardshell soon flew down to land hard to face off against the new Maximals that mean nothing to a barbaric warrior like him.

"Looks like you can use a hand! Zephyr-1 – MAXIMIZE!" The falcon Maximal spoke with a female voice while announcing her activation code.

Suddenly the Transmetal falcon let off a bird squawk call, as it was transforming from Beast Mode to Robot Mode. After transforming, what was presented was a slimmed fembot form with silver exoskeleton frame with parts of her Beast Mode. Silver frame knee armor with dark-magenta steel toes, a red waist line connecting to a red-pinkish chest plate. Off the arms, she has dark-magenta wrist armor displaying he falcon talons as battle claws. On her back are the metallic falcon wings split into four wings, an upper & lower wings formed into a triangle ornament attachment. The helmet is styled with wing edges on the sides like a bird. Inside the helmet, a silver metallic face of a young fembot with red-pink color optic eyes. On close inspections, she almost looks like Airazor except she appears to be around a youthful teenage age, but her theme seems like a hunter class.

"HRUuaughh!" Zephyr-1 suddenly took off the lower triangle form wings from the back that detach to expand & took the form of a giant boomerang. "Fopfopfopvhmm…" With a mighty throw, the boomerang form wings went off.

"BAMFruvhmmm…/GRRAAaughh!" Now Hardshell made a loud yelp cry when being hit by an unexpected winged boomerang. "CRASHpovhmm…" The giant Pred crashed into the museum from the force, & at a surpising feat, the winged boomerang return to it's owner.

"Ooohhhh…I sure hope they got good insurance for that?" Static cringed in seeing the damage done to the building; at this rate, they'll need insurance.

"Best if you allow me to handle this, it's a very dangerous thing." The new Transmetal T-Rex spoke with someone of a careful male. "Jack-Tool – MAXIMIZE!" He issued forth his activation code on the spot.

Now the Transmetal dino lets off a roar as he transforms from Beast Mode to Robot Mode here. Upon transforming, the body has changed into a different form of a black exoskeleton Transmetal creature. The T-rex lower half remains the same in acting as basic humanoid legs with claw nail feet. The T-rex upper body swing across to form a mechanical chest armor plating. The T-rex head was seen off the right shoulder area while the T-Rex tail was seen off the left shoulder area, acting as shoulder pads. The arms were black while wearing metallic yellow chrome gauntlets. The helmet featured a red chrome dome with five yellow spikes; two in back, the other three act out as side horns & a mid-center on the forehead. The metallic face was silver of a young adult male with light glowing tan-light emerald optic color eyes.

"And what are you suppose to be? Some kind of….I don't know, Weapon expert or something? Especially with a name like Jack-Tool?" Gear asked in siding with the new bot, thinking what they are gonna do to win.

"Actually, my function is being an archeologist." Jack-Tool stated to mention this about what he does; which surprised many around.

"Hah! Oh please…what could a bot that studies fossils do? At least in my function profession, we have weapons capable of doing plentiful harm even in battle." Knock Out remarked off in finding that this one was hardly much of a threat.

"TRsuvhmmm,…./POWfruvhmmm…" Then Jack-Tool turn to aim his right T-Rex head shoulder, as it suddenly fired an energy beam. "BAMFruvhmmm…." And that shot was powerful enough to blast Knock Out out of sight.

"CRASHpvhmmmm…/GRAaayghh!" Knock Out was knocked off by that unexpected attack that knocked him against Hardshell.

"As you can see, I've come plenty prepared for excavation task." Jack-Tool remarked off with a sly tone in having caught the enemy by surprise with a trick move like that.

"Knockout!" Toxica shouted in seeing that her Pred ally was out of it.

"Shouldn't take your eyes off me!" Streamline remarked off to say in flying up to get closer now.

"What!?" Toxica looked back to suddenly regret it later….

"Got'cha!/POwfruvhm..." Streamline aimed her wrist cannons out before firing.

"BAmfruvhmmm…/AAAaugh!" Toxica made a yelp cry as she was blasted off against the other Preds.

"Hey Static, can you send these guys packing 100 clicks due northeast from here!?" Streamline asked off in wanting the guy to send these guys packing.

"No problem!" Static issued off to say in having himself ready to do the task.

Now Static unleashed his static powers around the metal to clutter the Preds like a band. And then began to spin around & around before throwing the enemy off into the distance of where Streamline instructed him.

"See you next fall! Don't forget to send a postcard!" Static called out to address those long gone with a remark.

* * *

 **BACK WITH THE OTHER BATTLE**

Things were still in a dread-lock state for the Maximals as the Predacons seem to be pinning the bots until…

"WAAaaughhh!/KABoommvhmm…" Then screams were heard before a loud crash impact caused the Preds to yelp; & as the dust cleared, the Maximals saw the new bot enemies were out of it.

"Woah! Looks like Streamline & the new Maximals managed to win!?" Mach Kick exclaimed in finding that this means Streamline managed to pull a win.

"Now all that's left is to send these bots to the Junk-Heep!" Grizzly-1 remarked off in getting his weapon ready to take out the rest of the enemy.

"Now what?" Snapper asked in seeing that they lost the element of surprise.

"I believe a hasty retreat is the wise course, considering we accomplished what we set out to do." Leatherhide issued off in seeing the calculation of what they accomplished & when it's best to vacate.

"Right, time to bag it & go with what we got!" Ripteeth issued off in thinking it's time to split.

"Shadow Panther to base, open a Warp Gate…we're done here & bringing in the new bots." Shadow Panther spoke in the com-link, stating they are coming back right away.

Then a Warp Gate appeared behind the Preds, as they took this time to retreat. Snapper & Ripteeth grabbed the metal grip to haul the new Preds through the Warp Gate with Leatherhide & Shadow Panther taking the rear. The portal vanished afterwards, leaving the Maximals this victory. But then there was strange noises from above, & then the bots noticed new things coming their way.

First up was seeing Zelphr-1 in Beast Mode, but apparently transformed into a Vehicle Mode. The Beast Mode was transformed to shape it's self like a Black X-plane model with the talons acting as take off & landing pads while igniting jet flames for use take off flights & convert them to face outwards pass the tail feathers.

Second was seeing Jack-Tool in Beast Mode, except he too was in Vehicle Mode. While the Beast Mode remain pretty much the same, the only transform feature the T-Rex feet reveal a hidden traction treadmill to provide ground motion of travel.

"Woah! Ugh, are you guys the new Maximals we were looking for?" Razorbeast exclaimed in surprise in seeing the new bots they came to find are here.

"Guys, meet Zehpy-1 & Jack-Tool!" Streamline issued off to introduce thos here before the other Maximals. "Apparently the measum had the right DNA traces of Beast Modes, like Zehpyr-1's falcon from a feather. And Jack-Tool's was a fossil which came from China." She explained off how the Beast Modes of the new bots came to be found in such a location. "But don't celebrate yet, there's two more that we should give our thanks to." She issued off in having one more surprise then just the new Maximals.

Then coming from above the ground to land were another surprise, as they were not bots but….high-school teenagers in costume getups: Static & Gear.

"By The All-Spark!? You TWO!?" Grizzly-1 exclaimed in seeing it's the two teenage boys from before.

"Static & Gear, present & accounted for." Static issued off to present themselves to those before them

"Woah, I guess we judged you guys too quickly, hugh?" Mach Kick stated in being surprised that these guys are more then meets the eye.

"Yeah, truth be told, we were…kinda trying to hid this fact." Gear sheepishly rubbed his back head to admit this fact that they hid that they are…different from normal people. "What with both Alien Robots & Meta-Humans being on a world wide bounty list." He issued to mention how folks are seeing them as public enemies.

"We are sorry, because of us, you put yourselves at risk to help us." Leo issued to say in seeing those here got involved in their war. "But still, you have our thanks for having helped rescue our comrades." He stated that if not for Static & Gear, they would have lost saving all of their comrades.

"Ain't no thing, if it wasn't for her, we be finished." Static waved off to say while pointing at Streamline who helped them to begin with.

"So exactly, how many of you…ARE there, exactly?" Gear rasied an eyebrow to ask this question.

"Plenty kid, plenty of us & Preds like you wouldn't believe." Grizzly-1 remarke off in knowing the numbers are too great to even compare.

"Yeah, plus some other human children that are helping us, just like you. Only a little younger, I think?" Razorbeast stated off to mention about this with little thought in revealing this much.

"Wha!? Children are helping?" Jack-Tool yelped in hearing that children are involved in something dangerious.

"Relax, half of them are Meta-Humans like these guys." Mach Kick patted Jack-Tool's shoulder to have the guy ease a bit.

"If I may, perhaps you can take us to meet our fellow Maximals." Zephyr-1 asked this with a polite tone in thinking they should meet up with the others.

"You boys wanna come?" Streamline asked Static & Gear if they wanna meet more of them.

"Thanks, but we probably should get back to our group. Before they start asking questions like where we were & all that." Static held up his hands to kindly turn down the offer, knowing if they don't get back to the field trip group, folks will ask them things they don't wanna answer.

"Yeah not to mention, we also got problems of Meta-Human outbreaks back home. And many of them are causing problems since much were apart of gangs." Gear issued off to mention this that even back home, Meta-Human outbreak is not so well that some were in gangs & are causing trouble.

"You know since we kept our good looks, we decided to stay under the radar, but maybe it's time we stop hiding. If you guys are fighting to stop the bad guys, then we should do the same." Static issued off to say this in thinking that maybe it's time, some folks that's got the ability to help, should stop sitting on the sidelines.

"Dude, you thinking of us being like some sort of Super Heroes? That be awesome, except we might be considered Vigilantes & the authorities might come for us someday?" Gear exclaimed in feeling his mind blown, but pretty much they be the type of heroes that act & leave the scene to not get caught.

"Well I say go for it, if not for you guys, I be reduced into a compacted waste cube or something." Streamline smiled to comment these boys should follow what they believe is right.

"Here." Leo presented the two teenagers with some radio device. "If you ever are in the need of aid, you can always reach us. And maybe, we may require your aid as well." Leo issued in thinking that someday, their paths may cross again if they are in need of any aid.

"Woah, dude, we just been recognized as allies to a robot alien species." Gear issued off in feeling excited in what just happened.

"Sweet! Hey if your other human allies ever wanna maybe hang out, just send us a line." Static issued off to say this in what the Maximals human pals wanna do, like hang, then it's okay by them. "Latter!" Static waved off to give that hero so-long wave.

With that, Static & Gear took off to rejoin their group, but as they were flying off on a static disc & rocketed powered roller-skates, the Maximals just continued to watch. The scene began to fad out from here without much else occurring…

* * *

 **LATER BACK AT THE MAXIMAL BASE**

The scene changes back around the Maximal Base, where the camera zooms in. And soon we see inside the Command Center where a few Maximals from earlier area present along with the human children, plus the new arrivals. Pretty much they were given an up-to-date measure of all the events that happen up till now…

"Well now, it sounds like you had a strange experience?" Optimus commented off in having heard how Leo's group in the field came across some unexpected surprises.

"Yeah….and meeting up with other humans that are Meta-Humans that helped you out. Heh, that certainly isn't something you hear every day?" Rattrap remarked off lightly to comment that such a thing is something one doesn't encounter every day of the week.

"Did you hear that Jer, there are others out there like you! Willing to help us out!" Cheetor smiled in thinking this was some excellent news.

"I did, & it's actually got me curious." Jeremie stated to ponder a bit with worry.

"Curious how Jeremie?" Yumi asked in sensing that their smart genius friend has some thoughts to share.

"Well, on one side, we can end up making friends…but probably not all of them are good…which means if the Predacons learn of this?" Jeremie stated to mention as a measure that while they can gather allies of Meta-Humans, some might not be friendly & if the Preds get wind of those they are not on good terms with.

"Then he might consider finding evil allies of his own that have powers. Aw man, like we didn't have enough problems." Odd complained in thinking that was just all they needed.

"Well so long as Megatron doesn't know that we have more Meta-Human types helping you & that humans are looking for both them & Transformers, I think we can still be in the clear." William shrug off to simply think how if Megatron doesn't know, then we can keep the advantage a surprise.

"Well I guess it's a lucky thing you guys were found, though Aelita had a really bad case from that disc." Ulrich pointed off to state how it was lucky they located the bots when they did, but Aelita had a heck of a time that caused her problems.

"It's fine Ulrich, at least we found more Maximals." Aelita stated to say this in knowing what they managed to achieve; saving more Maximal crew members.

"Yes, & we're grateful that you came to fine us. I just wish that you didn't put yourself in such harms way." Jack-Tool spoke up in feeling that even from such kind help, he believe children shouldn't engage in such dangerous activities.

"Ah lighten up Jack-Tool, if Aelita didn't help out, you might have been turn into a Pred." JackRabbit issued off to pat the guy to relax in knowing one has to break some rules to help someone in need.

"Deh-how, and why is it that you can say that for sure? I thought regulations allowed bots older on this exploration voyage?" Jack-Tool lightly yelped from being surprised that someone was getting use to the idea, & it's a bot who is much younger then young Cadets like Cheetor.

"Ugh…" JackRabbit lightly responded in wondering how the truth might set this overprotective bot off.

"I take it she's a stowaway?" Zehypr-1 stated to say in knowing what JackRabbit's story was.

"Yes, but she's now part of the crew, but we do try to keep the children out of harms way as much as possible." Optimus issued off to state the fact along with other matters on the subject.

"So, what's next for us?" Streamline asked in thinking what else they will be doing from here on.

"We're going to need as much help finding where more pods are located, but keep an eye out for Predacon activity. And especially don't let humans catch wind of you." Longrack instructed the new bots in what their goal was, & to be watchful.

"Yes, those you meant might have been an exception, but from now on, we must be more careful." Dive-Bomb lectured firmly to know, not all humans are nice like Static & Gear, so best to be on alert.

"Dinobot, Rhinox, can you both continue to unravel the Alien Disc?" Optimus turn to those to see if they can handle translating the Alien Disc.

"It'll take time, but we'll manage." Rhinox pointed off that given time, they can manage something along the lines.

"Hmmm, yes….now if you'll excuse me…I have…other things to tend to." Dinobot issued off to say this while he was seen leaving. "Rhinox can decipher the disc. With Longrack's aid, I'll look into other Predacon related matter revolving around the Golden Disc." He simply stated to leave the scientific task to those with such field experience.

Now Dinobot was soon long gone down the hallway, leaving many to ponder what the Ex-Pred was gonna be doing. But that would be a mystery to figure out at a later time. Right now Aelita rubbed her head a bit as if wiping some sweat off from still appearing half way wiped out.

"Aelita, do you still need more time?" Artemis asked in noticing the girl was still showing signs of what happened earlier when she came in contact with the Alien Disc.

"No, I'm fine, really. After a while, the pain goes away & it seems in this new form, I'm not as frail." Aelita smiled a bit to assure her friend that she will be fine, given enough time.

"Well, let's see about having everyone take a breather, we've had a busy day. And tomorrow…Who knows what may come…" Optimus issued forth to believe that they must be well rested to be ready for anything else they may encounter.

Everyone was soon heading off after Optimus order, while Rhinox & Longrack stayed behind to begin deciphering the Alien Disc. They hope that whatever secrets it may hold, will give them a clue to what is happening & what other things the Predacons might know about. The scene goes dark as another day is over, but the mystery of things yet to come…still remain…

* * *

 **NOTE:** Some characters from Static Shock TV Series make a special appearance in this universe.

 _ ***Secret Addition:** _A View of the Vok of Season 3 (Since they made the Alien Disc. & all that).

 **NOTED FACT:** Now here are some new OCs imtroduced to the Beast Wars Universe, after much work, I managed to get something quite nice. So here's a list of new Maximals & Predacons, made by other Authors & one from the VISION-KING himself. I'm sure you'll find them enjoyable to appear in future events.

 **Sonicfighter21354**

 **Name: Streamline**

 **Function: Maximal**

 **Transmutation: Fuzor**

 **Beast Mode:** A creature in which it's front resembles that of a bald eagle with white feathers, an orange color beak & talons seen in the front, & with light brown color eyes. However, the back half is clearly that of a lion with yellow color fur, back hind leg paws, & a tail with a brown fuzzy end. Not to mention brown wings with white tips on the ends of each feathers. In a strange manner, all these features make the creature appear to be a mythical animal known as a Griffon.

 **Robot Mode:** Upon transforming, takes a structure form of a yellow exoskeleton fembot with it's Beast Mode features. The lion lower half transforms into the waist & legs while the paws are changed into boots. The chest area becomes a dark-bronze silver plating suit with a light-blue glass component on the top. The arms are dark-bronze silver while around the wrist are white metallic battle claw talons gauntlets from the eagle's talon feature. Off her back are the wings converted the feathers into a more metallic feature, but on a smaller size decoration. The helmet forms the eagle head feature, while the silver metallic face in the center is of a young adult age fembot with light green optic eyes. Studying her figure having a slender figure, she could be seen as a young adult fembot around 26 of age.

 **Arsenal:** She carries a feather-handheld metal sword with two eagles back to back form base holder which can split into two thin swords. She also has special wrist cannon guns that stretch out of the gauntlet talon claws to act like a slide grip weapon for each hand to fire energy shots.

 **Bio:** Upon activation, Streamline's trait shows herself as being the eager, good, & honest to innocent character. But she lets her cockiness get herself into troublesome situations. But she can pull through thanks to studying the terrain & thinking outside the box. She's shown to be very well skilled in moving fast in the air & mid-ground level maneuver, while shown to be a tough opponent wielding & displaying abilities of a sword fighter & gunner. (Note: Picture her character & personality is based on Tracer from Overwatch.)

 **D.J. Scales**

 **Name: Jack-Tool**

 **Function: Maximal**

 **Transmutation: Transmetal**

 **Beast Mode:** A thinly looking mechanical T-rex species known as a Daspletosaurus. The body plating was a red color chrome armor plating from the legs to the feet, & the upper body. Much else of basic color was black mechanical features from a trail line off the top head down the back, & underneath the belly area. A yellow trail line on two sides of the body which stretches to the tail & stripe lip marks by the jaw, & spikes off the back head area. Metallic steel T-rex claw nails, even steel toes off the feet. The optic color of the eyes were tan dark-emerald color. **Vehicle Mode:** The T-Rex feet reveal a hidden traction treadmill to provide ground motion of travel.

 **Robot Mode:** Upon transforming, the body has changed into a different form of a black exoskeleton Transmetal creature. The T-rex lower half remains the same in acting as basic humanoid legs with claw nail feet. The T-rex upper body swing across to form a mechanical chest armor plating. The T-rex head was seen off the right shoulder area while the T-Rex tail was seen off the left shoulder area, acting as shoulder pads. The arms were black while wearing metallic yellow chrome gauntlets. The helmet featured a red chrome dome with five yellow spikes; two in back, the other three act out as side horns & a mid-center on the forehead. The metallic face was silver of a young adult male with light glowing tan-light emerald optic color eyes. (based on the Dino Charge Megazord)

 **Arsenal:** When in Robot Mode, the right-shoulder T-Rex head opens it's mouth to fire a concentrated energy beam. In the right hand is a metal tail-blade saber. The left hand brings out a spiral drill cone shape blaster with 4 edges on the point, capable of performing drill action & firing action. (T-Rex Right-Shoulder Energy Beam), Tail-Blade Saber, Driller-Blaster (same weapons used in Dino Charge Megazord Formation?)

 **Bio:** The only info about this bot, is that he's taken upon being Archeologist to find things left behind & study fossils & ruins of old cultures. But he' also having a proficiency in Cyber-Martial Arts, in a way to help defend himself when exploring dangerous places, avoid traps, & when handling enemies. (A T-Rex Fossil originated from China) (Picture his character like Jackie Chan from Jackie Chan Adventures)

 **TFG**

 **1st**

 **Name: Zephyr-1 (Previous Old Name: Windswift)**

 **Function: Maximal**

 **Transmutation: Transmetal**

 **Beast Mode:** The creature appears closely to resemble a falcon species, only it's a Transmetal version. The main metal feature color pattern is dark-magenta & red side line trails on the feathers in different patterns. The talons & beak were tan gold yellow color, & the eyes were red-pink color. **Vehicle Mode:** Transforms Beast Mode into the shape of a Black X-plane model with the talons acting as take off & landing pads while igniting jet flames for take off & convert them to face outwards pass the tail feathers.

 **Robot Mode:** Transforms into a slimmed fembot form with silver exoskeleton frame with parts of her Beast Mode. Silver frame knee armor with dark-magenta steel toes, a red waist line connecting to a red-pinkish chest plate. Off the arms, she has dark-magenta wrist armor displaying he falcon talons as battle claws. On her back are the metallic falcon wings split into four wings, an upper & lower wings formed into a triangle ornament attachment. The helmet is styled with wing edges on the sides like a bird. Inside the helmet, a silver metallic face of a young fembot with red-pink color optic eyes. On close inspections, she almost looks like Airazor except she appears to be around a youthful teenage age, but her theme seems like a hunter class.

 **Arsenal:** She extends her talon claw blades on the forearms for a quick slashing effort. A feather-form katana blade. The lower triangle form wings can be detach to expand & act like a giant boomerang used for offensive throwing & acts like a shield; comes with turbine wing control functions to aim at things & return to sender. Her long range weapon appears to be a turbine wind blower gun capable of not just firing energy shots, but strong air wind pressure blows.

 **Bio:** Base on her crew membership, she's at least of Cadet Class. Shows that she cares for her fellow Maximals, while displaying her skills as a tracker which allows her to hunt down any target that comes near her. She's shown as a fierce warrior on the battle field weather on land or the air. However, sometimes she can get angry when her Maximal teammates don't get their heads together. ( **Note:** Her personality is based off Sango from Inuyasha.)

 **2nd**

 **Name: Hardshell**

 **Function: Predacon**

 **Transmutation: Transmetal**

 **Beast Mode:** A creature that appears to be a large giant-size version of a Hercules Beetle, only in a more Transmetal design appearance. The design theme is dark desert brown, with a tan dark brown underbelly side, & it's eyes were clear red color. **Vehicle Mode:** Transforms Beast Mode into a shape beetle shaped tank with the bottle horn splitting to form the horizontal guards. Followed by it's insect legs position: the front connect vertical, the middle one horizal, & the rear ones connect vertical to the front's top, thereby making a triangle shape. Then from a compartment by the bottom split horn, a tank trend wheel spreads & cover them. The upper horn leans down while converting into an energy pulse cannon. Then beetle wing shells can convertibly stretch outwards to the sides, revealing from under the actual insect wings are thruster jets to make the tank capable of flight. ( **Noted Fact:** Picture Beetle Tanks from Sonic X with the attack method used by Insecticons in Transformers Prime)

 **Robot Mode:** Transforms into a large-size giant bot with much metal insect features. The exoskeleton is silver, the Hercules beetle shell armor & plating cover the boots to knees, waist-guard, wrist gauntlets, spike shoulder pads, & the main beetle body. From the boots had two silver edge toes, for the hands there were four razor-sharp metal fingers. On the backside was the beetle shell-wings which can open up & reveal metallic insect wings for flight. The helmet style of desert combatant, with the insect jaw feelers located off the cheek sides; the large one & smaller one close to the mid-mouth piece. Within the helmet was a silver metallic face, a long pointed jaw with sharp teeth, & a red downward triangle visor for the eyes. In comparison, it's like looking at a large ferocious brutal warrior of terrible might in size, strength, & one that will destroy anything in it's path. Like his Prime version, his is large like Grimlock and Torca.

 **Arsenal:** On his arsenal all time are Hardshell's Razor Claws that he can shred & leave claw marks on solid stone & metal. From his gauntlets reveal blasters he can fire & take out targets by surprise. He brings out his Beetle Horn Cannon-Launcher that he holds in either hand to fire missiles & shot energy pulse cannons.

 **Bio:** Among the Predacons, he displays the most ferocious acts of all the Preds. To that end, he doesn't need to prove it through words. He prefers to rely on strategy & weapons instead of his instincts. He likes to gloat about his battles & destroying stuff used by the Maximals while wanting to destroy them too. He has little patience for those who insult him, & will not hold back. ( **Note:** He's based on Hardshell from Transformers Prime)

 **3nd**

 **Name: Toxica (Previous Old Name: Poisonslash)**

 **Function: Predacon**

 **Transmutation: Fuzor**

 **Beast Mode:** A creature who's appearance matches closely to black Asian Water Monitor lizard, with a yellow underside, & light-bronze color eyes. However, another feature shows it has a mixture of closely to a manta ray called an eagle ray that's a dark-blue color theme, with the flaps on sides, a tail, & light brown eagle ray scales on the back.

 **Robot Mode:** Transform into a fembot figure, with metallic purple exoskeleton frame. Much parts of her Beast Mode is convertibly change like the monitor lizard front legs formed the legs from knees to the boot while the arms formed with lizard hind legs on the shoulders. The lizard head converges on the backside of the body, while the front becomes a metallic spotted chest while her waist gains a metallic mid-skirt length feature. Two dark-blue battle gauntlets with the left one having form the eagle ray wing flaps to act as a miniature shield guard while the right one displays the tail off the wrist. Her helmet is form like a dome head-style with two dangling ray-like tails acting as hair features. Within the helmet was a silver metallic face of a fembot beauty with red color optic eyes. Her entire figure gives the appearance of a mid-young woman in her 30s dressed to look like dark theme predator Lolita character.

 **Arsenal:** On her left arm side, she has a Wing Flap Shield-Crossbow which can fire either cyber venom or paralyzing arrows while acting as a shield against enemy attacks. On her right arm side, she thrushes the Wrist Ray-Tail as a sword to strike targets that are close to be hit.

 **Bio:** Upon her activation, her trait revealed as being very devious. Her actions could show herself like an experienced gambler, appearing collected, cold & cunning by nature. She can trick & manipulate others to do her bidding & can lie with a straight face, & fairly intelligent. This helps allow her to trick any of her Perdacon comrades to do her bidding except a few who are not so easily fooled, this includes Megatron. She can even use her trait on the Maximals to use her 'charm' to play around her enemies. There is much to be said about this fembot's character in question, but her skill in combat show's she's a sharpshooter with Energon infused arrows that even delivers a cyber venom or a paralyzing effect. ( **Noted:** Base her on Celestia Ludenberg from Danganrompa)

 **VISION-KING**

 **Name: Knock Out**

 **Function: Predacon**

 **Transmutation: Transmetal**

 **Beast Mode:** A creature that appears to resemble like a Jackal type species almost matching like an Ethiopian Wolf, only with a more Transmetal design feature appearance. The design is more crimson red, with a silver gray design plating for the underbelly area, the wrist above the paws, inside the ears, & tail edge, & has orange color eyes. The other extra features reveal side-wheels on the rear & front legs. **Vehicle Mode:** Transforms Beast Mode into a form with the side-wheels sliding down the legs to connect to the paws, & then from the top back compartment reveals a jet engine thruster.

 **Robot Mode:** Transforms into a metallic bot with silver-gray exoskeleton frame. Much parts of his Beast Mode is shifted & submerge in different motion portions of the body. The jackal head becomes a frame center for the chest, the front paws become the steel-toe area while the wheels act as heels & armored up to the knee joint. The back paws are shifted upwards to be station near the shoulders to act as shoulder pads while the larger wheels stick out from the backside, & the tail is split to act as elbow to wrist cover gauntlet pads. The red helmet is seven pointed blades around the back area with the top center being taller for the forehead area, revealing a white-gray metallic face showing orange optic eyes. (Noted Fact: Picture Knockout from Transformers Prime, but in a more Transmetal Beast Robot Mode state)

 **Arsenal:** Right Wrist Surgical Buzz-Saw, Left Wrist Surgical Driller, Electric Stun Spear, Hidden Elbow Blasters

 **Bio:** After being reprogrammed, Knock Out shows he spends much time in weapon design & cyber-surgery racket. Sure, other Predacons may scoff at his decision of being a close to the ground even with a land-based Vehicle Mode, but Knock Out couldn't care less. He knows the value of looking good & isn't afraid to let others know it. It's not simply his own lines he's interested in; he has an appreciation for well-built mechanical bodyforms of all sizes & functions... & a nasty penchant for tearing them apart after he's done admiring them. Slick, sly & snobbish, he's the Predacons' medic, though he professes both a preference & proficiency for dis-assembly. However, his medical skill has kept him in high demand; he's even got the degree to perform vital & experimental surgeries on other bots.

While not entirely a coward, Knock Out also knows a good thing or two about self-preservation. When the going gets tough, Knock Out gets going–the opposite direction. He has no qualms with abandoning a mission or base of operation if only to save his hide. He doesn't get the most respect within the Pred Base, either. Show him some kindness, & hey, maybe he'll stick by your side.

Knock Out is the speedster of the Predacons, swiftly striking his victim's vulnerable areas with his Energon prod in debilitating sneak attacks. ( **Noted:** Based on Knockout from Transformers Prime)

* * *

Well another story is finished, now it's time for something to really get our attention. Next chapter, while on a mission, Dinobot gets captured by the Predacons. But, what if instead of fighting, he chooses to return to where he belongs? Questions are raised, suspicions grow, & trust is a thing that can determine one's TRUE Character. And when Dinobot is seeking to know the truth, just what price is he willing to pay to get closer to understanding what it is & what faith has in store. Best be ready, from Predacon, to Ex-Pred, to now Predacon AGAIN!? Which side will Dinobot play in? Stay tune to find out….


	7. Chapter 07: Maximal, No More

Alright then Beast War fans, I know many of you have long been patient, & I thank you for that. Now the VISION-KING will present the next new chapter, filled with treachery & suspicion as well as mystery. In short, mostly focus on Predacon action, but should be good anyway.

Also to many folks giving me review suggestions, etc., I will see in planning when to post the new 'request' Maximal & Predacon OCs. Until then, just have to wait & see when they'll appear is all…

* * *

 **Chapter 07: Maximal, No More**

The scene begins to open around to reveal the Predacon Ship surrounded by the lava river patterns. But then a few computer 'beep' sounds were heard, then the layout of the ship became a green digital line structure. The camera zooms back before the rest of the land layout became a red digital layout with the ship in highlight. During the course, blinking blue dots were seen apart from the enemy's ship. Then after stretching the layout further, revealed at least 10 blinking blue dots.

" _Confirm Predacon Installation._ " Sentinel's voice was heard stating what the analysis revealed.

"Grgurugrugruaaahhh…." Viewing the stuff on a monitor screen was a snarling Dinobot, who seem firmly puzzled about this report.

After typing on a keyboard written in Cybertronian language, the layout structure vanish, leaving the green dot for the enemy base & the blue dots that were confirm as installations. And then a strange line appeared from the green dot to connect to the scatter blue dots, almost shaping like some drawn flower or tree line image. Then Dinobot brought up an image of the Cybertron Golden Disc on the left side of the screen as it blink a red color. After more typing, the image came off the disc to stand apart from the other one: the 1st one was the enemy's layout that was green while from the disc was red. But when join, the line pattern had a perfect match as Cybertronian letters appeared to give an explanation of the 2 matching.

"Hmmm….so Megatron…Your plan proceeds even WITHOUT the Disc.?" Dinobot taps his left fingers in contemplating what Megatron was doing even after what he did to slow the enemy down. "If it is successful, what will become of me? And that of Cybertron?" He proclaimed to ponder as he tap himself; wondering what his future & that of their home planet, will become. "Hmmm, but really? Willing to Betray my Predacon Heritage for these…these Transmetal Maximals?" The guy exclaimed off to sound like he's in disarray in what he's done.

The screen reveals images of Cybertronian words in a right bottom screen box, followed by a head image box, & the left was a large rectangle displaying the full body image. They reveal the Maximals that have become Transmetals starting with Optimus Primal.

"Grgurgrugraaugh…If Not?" Dinobot snarls a bit in feeling contemplated before he made the image change from green to red in displaying the Transmetal figure form & info on Megatron. "What would your reaction be?" Dinobot asked in trying to understand, what Megatron would do in such a moment.

Then without warning, a nearby screen was active to reveal Optimus' head.

"Dinobot. Report to the Command Center Immediately." Optimus issued off in wanting Dinobot to come to the command center. "I need you to lead a mission into Predacon ground." He explained the reason he needs Dinobot as the Ex-Pred heard all of this.

"Hmmm…On my way!" Dinobot groaned a bit before responding that he'll be there: Optimus hang up on the big screen.

Dinobot slowly closes his lab top that had the image of Megatron's head; deciding to continue his own secret work for later. As Dinobot was seen exiting his chamber, he bumps into someone.

"Greetings Dinobot, are you off to meet with Optimus?" Artemis greeted Dinobot as she steps aside to allow him to head where he needs to go.

"Hmmmm, I am Artemis…Grugrugruaghh…what news is there?" Dinobot lightly snarls a bit before asking a little question.

"Optimus is having any Maximal inspect Predacon ground where a Jamming Station is setup. It will be hard to communicate." Artemis stated in firmly explaining what the major issue is: to deal with the problem of Predacon Jamming Stations.

"Hmmmm…is everyone partaking?" Dinobot hums to himself in pondering how many of their forces is partaking in this.

"Some are still exploring the planet searching for Energon or other Stasis Pods. But for now communication is key." Artemis shook her head in stating that many have other missions to perform, so they need to focus on dealing with the current dilemma.

"Hmmmm…very well, I will see which are here will be apart of my unit." Dinobot issued off in deciding on that much at least.

With that said & done, Dinobot begins to head on off to be debrief with Optimus. Artemis watches the Ex-Pred leave, but even to a gynoid like herself, something clearly was distracting Dinobot. Just what was it, no one can answer in figuring out Dinobot's case…

* * *

 **LATER**

 **NEAR PREDACON TERRITORY**

The scene opens to a rocky canyon area on a bright sunny, but cloudy day. But that is nothing compared to what is happening on the scene.

"Eeeehhh Nothing like Traveling Transmetal 1st Class, eh?" Rattrap's voice was heard sounding cocky to act like some flight attendant. "Heheheh, care for a cushion?" As he spoke out, Rattrap was in Vehicle Mode with Dinobot seen riding & holding on top the metal rodent as they went along the smooth rock path. "Maybe a little Hot Oil?" Rattrap was asking if there was anything he could do to make Dinobot feel 'comfortable' during this ride.

"This is a Stealth Mission, Vermin!" Dinobot snapped off to sternly remind Rattrap of what they are doing. "For once! In Your MISERABLE LIFE! Keep Your Mouth…SHUT!?" Dinobot angrily lectured that the rodent talks too much, can he not just keep silent for what it's worth.

"Heh, you really get off on this commander gig don't'chu?" Rattrap shrugs off to remark how Dinobot likes acting like the guy in charge.

"Predacons…live to command." Dinobot issued off to silently state how such a manner is the Predacon way: commanding others under one who reigns dominate.

"Hehehh…You're a Maximal now, Remember?" Rattrap chuckled off to rub in the fact, that Dinobot is no longer a Pred because he joined up with the Maximals. "And this is a recon job, not Great War III!?" Rattrap playfully stated how they are just doing a recon, not going into a major battle or anything like that.

"We're on Predacon Ground! Grugrugraahh…There is ALWAYS Battle here!?" Dinobot lectured off sternly in looking around, stating that Predacons live to do battle wherever & whoever enters their territory.

"Beep!/Silverbolt to commander!" Silverbolt's voice was heard on an active com-link as Dinobot listened in.

"Report To Commander!?" Dinobot looked all over while listening to hear what Silverbolt has to report in.

"There's a Jamming Station here alright." Silverbolkt was seen near a location where in front of him, was a satellite tower setup; one of the Predacons Jamming Station to jam communications. "But I'm not scanning any Predacons in the area?" He narrow his eyes in regrettably not detecting any enemies around.

Back near Dinobot's group location, he heard the report & tried to access the situation as a proper commander would do.

"Move in to Backup position & Hold! Rattrap & I, will go in first!" Dinobot taps his chestplate to respond in giving the order in what Silverbolt's role will be.

"Understood." Silverbolt responded in hearing the order, & has the com-link went off, the Wolf Fuzor took off to fly through the air as trumpets were heard when he makes a heroic soar motion.

The scene slowly changes to reveal Dinobot riding on Rattrap as they were coming near a rocky structure of land. They were silently moving slow, as they were scouting around, being wary of anything out of the ordinary.

"Oh Man? Great place for an ambush?" Rattrap silently shook his head to moan & complain in seeing this place was perfect for a Pred to ambush them.

"All the more reason to CEASE Your BLABBLING & Concentrate on the TERRIAN!" Dinobot angrily lectured the metal rodent to keep quiet & focus on their surroundings. ""

"Teeeh…Give Me A…" Rattrap was about to remark such a thing when…

"POWfruvhmmm…/GYAAAagh!/WAAAAAahhh!" Suddenly something broke through the ground, the force knock a yelping Rattrap backwards & knock Dinobot off; as the attacker was Inferno in Beast Mode.

"Ah-ha! A Traitor & A Rat!" Inferno boasted in seeing those before him that were such a fitting pair.

"Topvhm…/DUooowwwh!" Then Inferno ran up to headbutt a backside Rattrap off as he was bouncing around the rocky walls.

Dinobot was seen slowly getting up while witnessing the feats of a Predacon ambush, & prepares himself for battle.

"Guuuaugh!?" Then before the fire ant to ram tackle Dinobot, the Ex-Pred leaps out as Inferno yelped in hitting against a nearby rock.

"Grruagh!" Dinobot managed to leap to land just nearby some cover.

"TERORRIZE!" Inferno announced his activation code, as he transform from Beast Mode to Robot Mode. "Powfruvhm-Powfruvhm…." Then he fired from his missile launcher, missiles of course. "Fuvhm, Bam-Bamvhm!" One shot missed, but the second exploded near Dinobot's cover & the 1st the back rock side while the Ex-Pred barrel roll out of there. "Powfvhm-Powfruvhm, Bamm! Powfruvhm-Powfruvhm, BAM!" Dinobot was behind some cover as Inferno was hammering it down with the attacks.

"Uwwwaauaugh-AAaugh?" Elsewhere, Rattrap finally stopped spinning around as he was on his backside near an edge. "Ants! Oh this I Don't need!?" He remotely remark about how Inferno surprise attack them from underground. "Rattrap – MAXIMIZE!" He issued off as he began to transform from Beast Mode to Robot Mode as he stood up. "Hiisss…/Eh?" Suddenly a rattle snake sound was heard that made Rattrap yelp from where that noise came from: because behind the metal rat, was none other then Quickstrike in Robot Mode.

"Holster it, Rat-Face!" Quickstrike issued off in wanting the metal rat bot to hold it. "I wouldn't wanna…Back-Shot, a Hot-Pistol like you?" Quickstrike issued off to say as his cobra arm hissed in about ready to fire a shot with his target's back turn.

Rattrap was silent, as he knew that if he made a wrong move, Quickstrike would shot him. So slowly, the metal rat lowered his arm to set his blaster around his right leg holster strap. Quickstrike watch with narrow eyes, seeing the rodent was being obedient. But Rattrap had a sly smile as he narrow his eyes, then showed his right hand was twitching. Quickstrike suddenly noticed the rat was up to something, but…

"Powfruvhmm…" Rattrap moved fast to pull his blaster out, leaped across while firing. "Bamfruvhmm…/Grruaghh!/Prsuvhmmm…" The shot knock Quickstrike off while he fired a green venom ray beam which Rattrap managed to dodge in time. "STabvhmm…/Nrrugh-Arrrugh! DRaaaugh?" Quickstrike used his cobra arm to bite deep in the ground, using it to hold himself from falling off the back edge.

Rattrap leans up to smirk at having out done a Pred, as Quickstrike glared at the sneaky vermin.

"Uurrugh!" Quickstrike yelped as his grip on the ground with his cobra arm's bite was digging through cause he was heavy.

Rattrap took notice, then aim his blaster at a right angle, then…

"Powfruvhmmm!/BAmfruvhmm…/GRaugh-ARRRRaaughhh!" After firing the shot, that released the cobra head biting the ground, causing Quickstrike to scream as he plunge for the ground below.

"Bam-Bamvhm…" At this moment, Dinobot was still taking cover from Inferno's attacks. "Brsuvhmmm…/NRRaughh!/Bamfruvhmm…" Dinobot tried firing his Optic Beams, but then yelped around for cover from another missile attack.

"Stand your ground, TRAITOR!" Inferno proclaimed forth in wanting the traitor to not hid as he finishes him off.

"Nrrrr…Your ON My ground, Insect!" Dinobot peaks from behind rock cover to remark the fact to the obedient soldier ant bot.

"Powfruvhmmm…/BAMfruvhmmm…" Then Dinobot took cover before another fired missile exploded too close to him.

Meanwhile above, Silverbolt was flying over pass as he hums in hearing a loud weapon firing disturbance. From the Fuzor's optic scans, they zoomed in on the rocky terrain, displaying Inferno firing round missile shots as Dinobot was cornered behind rock cover.

"Inferno!" Silverbolt shouted in recognizing the Pred. "Dinobot will need my help. I must assist!" He issued forth in knowing his comrade needs aid.

With a decision made, Silverbolt was seen diving down to approach the battle. But aware of things, behind a nearby canyon hole, Waspinator in Robot Mode was buzzing upwards.

"Ororoohh….Wazzpinator give Doggy-Bot Zzurprize!" Waspinator issued off as he took out his Sting Launcher. "Powkuvhm…" Then he fired a sting missile off at the target.

"Maximi../BOmmvhmmm!/GUUUaugh-AWRroooo!" Just as Silverbolt was about to transform, he was hit by an exploding shot that knock him off course.

"Pusvhmm…./BAmvhm…" Dinobot fired another Optic Beam before ducking for cover from another exploding shot.

"Click-Click….Click-Click-Click, Click…/Hugh!?" Suddenl;y, Inferno heard clicking sounds as he was puzzled because; he's run out of ammo.

"NRRAaugh-AAARraaughh!" Dinobot was seen coming out with his Rotating Tail Blade & Rotating Tail Sword to do melee battle when… "CRAshpovhmm…/GRAAaaughh!?" An unconscious Silverbolt knock a groaning Dinobot off his balance to hit the ground. "Beast…Mode…?" Before losing consciousness, Dinobot issued a command as he transform from Robot Mode to Beast Mode.

Soon Waspinator was seen buzzing on down to join Inferno as there lie the unconscious Silverbolt & Dinobot.

"Hugh…You?" Inferno approach the sight in slowly processing things in surprise. "Serve the Royalty Well, Waspinator." He issued off in commanding Waspinator's efforts in aiding him.

"Wazzpinator Not Zzerve!" Waspinator issued off in starting to proclaim a correction on the matter. "Wazzpinator RULEZzzzzz…! Nurhurhuraaa-Hurhurhurhurrrrrh…." He announced off as he let off an evil chuckle in sounding very pleased with himself: he took down Silverbolt which help knock Dinobot out, a two for one deal.

"I…Will bring the Traitor to the Royalty!" Inferno issued forth in what he will do with Dinobot. "You….Bring the Fuzor!" He pointed in ordering that the wasp bot bring in the Fuzor who has left their side to join the Maximals.

"Ehhh…where is that LOW Down, Maximal Varmint?" Quickstrike was heard causing the Preds to notice him coming around as he complained. "He got me with a CHEAP Shot!" He stated in remembering what Rattrap did to him, & was not too pleased. "Ehemm…But when I FIND Him?" He glared his eyes in what he'll do the next time he finds that metal rat face…

"Nevermind The RAT!" Inferno shouted off to dismiss Quickstrike's anger as he lifted an unconscious Dinobot up. "We have Better Prizes for our Queen!" He boasted to say in what better prize for their leader Megatron, then two traitors. "Return to the nest!/Powfrufrufruvhmm…" Then after giving that insect talk motion of an order, he activated his rear jet-thrusters before taking off with Dinobot.

"Hrrrugh, that bot sure does talk percular?" Quickstrike narrow his eeys in seeing that Inferno's speech pattern were close to a fire ant then most other Preds.

"Hrruagh! Two-Head Help Wazzpinator!?" Waspinator was seen struggling to lift up the heavy Silverbolt "Hrrugh…Fuzor Hard to Carry!" He issued that Silverbolt was a lot more heavier then a bot of his structure can lift.

"Help! Carry? Do I look like a PACK Bot to YOU? BUG-EYES!?" Quickstrike snapped off in stating that he's a fighter, not a loader bot.

With that said, Quickstrike left Waspinator to his own work with Silverbolt.

"NRuuwwaaaaoooh…" Waspinator groans, seeing that he's been left to handle all the heavy work.

But while this was happening, Rattrap was seen sneaking with raised tip-toes to hid. Quickstrike pass through without seeing the Maximal, as Ratrap peaks out to see one Pred gone, but saw a buzzing Waspiantor struggle to lift an out cold Silverbolt.

"Oh man! This ain't good?" Rattrap hid behind some rock cover to point a thumb at seeing his buddies are out of it, & it's up to him to get them out.

Rattrap looked to his left wrist, as a compartment opened that he pulled out what seem like a Detonation Charger. After Rattrap activated the charger, all he had to do was use it in his rescue plan.

"He um…urgh…BUG-EYES!" Rattrap tried to call out from behind the rock, before stopping to clear his voice: trying to sound like Quickstrike with a Texas accent.

"Ummmm?" Rattrap yelped puzzled in who called his name. "Two-Head?" Waspinator responded confused, he thought Quickstrike left him, why is he back; to help out maybe.

Rattrap playfully toss his charger from one hand to the other, preparing the next action.

"This here'll 'Help' yeah-Haha?" Rattrap spoke off with a western Texas accent to state what he's got to help the bug out. "Haha, Hahaha…Ha!" Course Rattrap laughed normally, seeing the wasp bot really is fooled to believe he's Quickstrike.

Now Rattrap throws the charger off from behind the rock cover, as it landed to stop a few feet near Waspinator who picked it up: then scratch his head looking puzzled.

"Hmmm? How Thizz Help!?" Waspinator shrug off his shoulders to ask how this device was gonna help him out.

"Just eh…PUSH de Switch! Ge-heheh…" Rattrap issued off to pretend to speak his cowboy accent in how Waspinator can work the device to chuckle a bit off. "Ye TIN-HORN Midget!" He let off an annoyed tone in wanting Waspinator to hurry it up already.

After that, Rattrap covered his ears in which something was about to happen here. Waspinator push a button which activated the charger to emit a red glow. Then without warning, a strange hissing mist came out & covered over the wasp bot's face.

"Drruagh?" Waspinator shook his head off as the mist disappeared after it came out. "Wazzpinator not…" He was about to not get how this help him when… "Durgh-DRaaaugh-ORRuhm-Brugh-Brugrugruaaaughh!?" Suddenly the wasp bot was being all whacky & wonky before his body stood up straight, head spun around until it stop facing backwards. "URrrugh!/Clopvhmm…" Then Waspinator groans before he fell & hit the ground; out cold it seems.

"Ahhh…I Love that guy!?" Rattrap smiled to point off in how he enjoyed Waspinator; especially in how easy the wasp bot is to deal with. "Alright, time to check up on Bird-Dog, make sure he's okay." The metal rodent stated in what to do first here.

* * *

 **MEANWHILE**

 **AT THE PREDACON HQ**

The scene began to open around the camera zooming in on the Predacon Ship. Where something very big was about to happen…

"He's dangerous. Finish him Now!" Tarantulas' voice was heard issuing a concern about someone within their presence.

"Really now? And miss the chance to 'chat' with our Dear Old Comrade In Arms?" Megatron exclaimed off to say this in sounding like he finds the chance…enlightening to partake in. "I think not." As he remarked the matter, several other Predacons were around a green energy holding cell cage containing the unconscious Beast Mode Dinobot. "Wake Him!" Megatron gave the order to wake the Ex-Pred from his unconscious state.

"Yeah, wakey-wakey!?" Drill Bit issued off in wanting the bot to wake up.

So…do we just shake him or what?" Spittor raised an eyebrow in how they do this.

"I say a good explosion outta do the trick." Iguanas issued off in feeling ready to place a bomb near to wake up Dinobot.

"Or a good blaster!" Lazorbeak insisted on something with more firepower.

"If it were me, I use something with more flare, slow, but painful." Knock Out suggested this as being a medical bot to know how to wake patients up, but in a more crueler sense.

"And I have just the tool to do it." Taranulas proclaimed in what he has that can wake up the Ex-Pred.

However, no one was aware that Dinobot opened one eye, as he realized his situation as the energy bars faded, & he pretended to stay unconscious. Blackarachnia & Quickstrike grabbed the raptor's neck area to hold him up. Then Tarantulas held a device blaster that when he activated it, emitted a charging sound before emitting an energy flare flicker like a blow torch tool.

"Grugrugruaghh…" Dinobot pretended to make low sleepy sounds as Blackarachnia & Quickstrike held his arms: as Tarantulas was leaning close to about give the Ex-Pred a burning wake up call. Or would have if the Ex-Pred didn't react with wide eyes. "NRUUAA-AAARRAaaughh!" Then without warning, Dinobot let off a battle cry as he knocked those holding him off & then headbutt Tarantulas aside as he collided against Inferno as they fell. "GRUUAARrrrughhh!" Then in an instant, Dinobot transform from Beast Mode to Robot Mode. "RUUAARrughhh!" Then he roared off as he held his Rotating Tail sword as it reach an unmoving Megatron by his chest plate center.

"Ahhh, impressive as always." Megatron signed in seeing that same old warrior spark Dinobot always shows. "But ultimately futile?" Megatron remotely commented about the Ex-Pred's effort. "Damage ME, & you'll be damage within a nano-click?" He issued to say with a threatening tone towards Dinobot.

At the moment, Dinobot suddenly looked back slightly to notice the other Predacons that he knock over got back up, & all had their weapons pointing at him

"Nurhahahahaahhh…" Megatron let off an evil laugh, seeing that Dinobot was caught in a state that without him, the other Predacons will open fire & not even the Ex-Pred can get out of this.

"As Might YOU BE! If Your…'Loyal Troops'…Open Fire!?" Dinobot remarked off as he tips his sword near Megatron's neck area; unafraid because if the Preds shoot, they endanger their leader as well. "But that…would be a waste TWO…'Good' Predacons." He narrow his eyes in stating a fact in how one couldn't afford to lose such excellent bots during a battle in the Beast Wars.

"Predacon?" Megatron raised an eyebrow when he heard Dinobot include 'himself' along with him. "I THOUGHT you were a Maximal now!?" He narrow his eyes in recalling Dinobot betrayed them & went over to the Maximal side.

"Grugrugrugruaaagh…." Dinobot snarled a bit to look away; knowing that Megatron was right, he defected from the Predacons when he was exiled. "Times…Have Changed." Dinobot issued off to simply state a fact; times can change a bot.

Then without warning, Dinobot lowered his weapon, as he kneeled down & presented his rotating sword for Megatron to take. This action even puzzled the other Predacons to 'hum' with interest because they were not expecting this at all. Megatron firmly stared at such a sight, that it would appear the Ex-Pred Dinobot, is wanting to…return to his ranks – As A PREDACON ONCE MORE!

* * *

 **BACK AT THE AMBUSH SIGHT**

The scene changes to where Rattrap approach a now waking up Silverbolt right next to an unconscious Waspinator.

"Huuugh….I cannot Believe…I blunder, so….Badly?" Silverbolt shook his head in disarray in what he did that he made such a foolish mistake. "We must…Rescue Dinobot!" He proclaimed in knowing they must rescue their captured comrade in arms.

"Keep yer fur on, Rin-Tin-Tin!" Rattrap issued off to point at the Fuzor in telling the bot to settle. "Your in NO Shape for action." He stated in knowing Silverbolt is damage, he won't be much help in a fight against so many Preds. "Heh, besides…I need you to fly pass Meg's Jamming Terk & call in the Heavy Hitters!" He shrug off to lightly comment in what Silverbolt can do that they can call in some support.

"But then, what will you do?" Silverbolt asked in not following the rodent's plan.

Soon after that, Rattrap transform into his Vehicle Mode, as he was revving up his engines.

"I'll ugh…tight-beam you when I find ChopperFace!" Rattrap issued off that he'll call once he's located their missing comrade.

"Very well, but be careful, you can't face all the Predacons alone." Silverbolt stated in wishing for Rattrap to be careful, the enemy has greater numbers at their gather base which is more then one or two Maximals can handle.

"Heh, like that's all I'm worried about?" Rattrap shrug off in feeling like there was more to be concerning for then that.

With enough said, Rattrap began to drive off slowly while using his nose to sniff Dinobot's trail. Silverbolt began to fly on up in the air, preparing to get away from the Jamming Station to call the Maximals back at base for help; some powerful firepower help that is. Especially if they wanna rescue Dinobot from his Predacon captors.

* * *

 **AND BACK AT PRED HQ**

The scene returns to an interesting development that was occurring. Dinobot kneels before Megatron who now wields his Rotating Tail Sword, as the once Ex-Pred, wishes to become a Predacon once more.

"Hey….what is going on here?" Toxica spoke up in pondering about this, as much of this seem very new & strange to those still new.

"This may come as a shock, but Dinobot was once apart of Megatron's original crew." Hardhead stated in firmly recalling, that Dinobot was apart of Megatron's original crew.

"Yes, he was about as much a warrior as Hardhead here is." Scylla stated off in what she remembers hearing about Dinobot's persona being like how Hardhead is.

"After having left, he went to acquire his own troops. Using the Maximals to rival Megatron's own power of troops to command." Sky-Byte explained the basic tactic that Dinobot tried to employ.

"Instead of taking charge, he became a soldier." Doulbe Punch pointed off in how Dinobot just became another soldier under a different unit.

"Hehehe, & now…he chooses to return to his roots." Jetstorm chuckled off evilly in seeing what Dinobot was doing, an attempt that seems hard to pass.

"Tell me something Dinobot? Why should I believe this is anything other then a 'Transparent Ploy' to save your own HID!" Megatron asked froth as he held Dinobot's sword before pointing at the once traitor; trying to expose the ploy behind such action.

"Yoouuu know me 'Better' then THAT!" Dinobot waved off in stating that Megatron should know, he's not the bot to do things so cowardly; he is a warrior after all.

"So I Thought!?" Megatron remarked off in stating he once 'knew' about Dinobot's character, long ago. "Before you chose'd to fight on Optimus Primal's Side!" He was waving around the sword in stating how not long after Dinobot left, he choose'd to fight with Optimus & the Maximals.

"Nrrrugh…I thought you had lead us to the Wrong Planet!" Dinobot snarled off to grip his right fist in having thought Megatron did not bring them to the planet they were trying to get to: Nexas Earth. "And…You Betrayed Me!" Then he grips his right hand more to glare at Megatron in remembering how the Predacon Leader went off to terminate him the moment he wanted to take over the Maximal group to lead them.

"Treachery keeps the Wit Sharp!" Megatron narrow his eyes in reminding Dinobot, how one uses treachery to aid against anyone, friend & foe alike.

"Indeed…Grugrugruaaghh…" Dinobot rose up to his feet as he let off a snarl in response to how treachery can be used as a weapon among Predacons that know how to use it. "And Yours are Razor Sharp! Which is why I believe victory will soon be in your grasp." He pointed in stating how Megatron has the sharpest wit in how to be treacherous, & how he uses it leads to the Maximals struggle. "Hugh….I would…'Share'…in that victory." Dinobot grasp his right hand, held it out to the other Preds as he felt like…he wants to be apart of those that are certain to gain victory in the war.

The other Predacons were very complex about what was happening, that Dinobot is suddenly deciding to willingly return to their ranks for knowing victory in the Beast Wars will belong to them.

"Computer!/Beep-Beep!" Dinobot spoke out in which his system began to become active. "Voice Code Dinobot! Change Activation Code!" He issued forth in wanting to change his activation code for when he transforms from Beast Mode to Robot Mode.

Suddenly Dinobot's body went limp as it began to make computer 'beep' sounds in running a program. Megatron showed a sly smile in liking how this was heading towards. And then after the 'beeping' computer sound course was over, Dinobot began to wake up from his activation course program.

" _Activation Code Change - Complete._ " A female voice was heard in stating a new change to Dinobot's activation code was done: from Maximize to Terrorize.

"From this moment on…" Dinobot turns to speak forth to those present with a serious tone. "I…Am MAXIMAL…No More!" He clutch his left hand to his chest plate, proclaiming he is no longer…a member of the Maximals.

"Well now, that was certainly…dramatic?" Venomess commented in seeing this, the fembot finds such action to be somewhat intriguing.

"This proves nothing! Anyone can change their codes willingly?" Tarantulas protest out with a scientific statement how such an act is just a simple change in code to transform; nothing more.

"Wait! You mean all this time we could DO that? How come we never tried it?" Sling asked a dumb question about them freely changing their activation code.

"If you changed your activation code, it meant you were siding with the Maximals." Drago Wing stated in firmly knowing how one that is Predacon or Maximal, they have their own activation code upon transforming.

"And then terminated on the spot." Snapper remarked off in how they deal with those that change sides.

"Still, to change it means switching one's allegiance. Would Dinobot go that far to betray the Maximals if not ready to return?" Leatherhide rubs his chin to consider this as something that shows where one wishes to be loyal to.

"I can find out. Let me verify out Dinobot's programming." Tarantulas spoke out in wishing to make sure, what Dinobot is doing is the real thing & not a ploy.

"I don't think Dinobot would Approval of you loosening his circuits." Megatron pointed the rotating sword at Tarantulas knowing how Dinobot would react to someone messing with a bot's circuits. "And nor would I." He tap his chestplate in also not wanting the sneaky spider to mess around with his circuits either. "And the same can be said for any of you that had the same thought." He lectured to those like Fractyl & Knock Out, the only intelligent minds within his crew that are not just fighters, but scientist types. "Still, Tarantulas…has a point." He raised the rotating sword in commenting the treacherous spider makes a fair point in argument. "How do we know your heart is truly Predacon?" Megatron waves Dinobot's sword to him, asking if the once traitor to the Predacons; is truly one of their own once more.

"How about a Predacon Challenge?" Blackarachnia issued off to slyly say as she rest her left pincer on Quickstrike's backside. "I bet Quickstrike can show us weather Dinobot is worthy or not?" She stated to point out who could fight Dinobot to have the bot show them if he's really among Predacon; much to Dinobot's annoyance of such an idea. "Couldn't you, sugar bot?" She issued off to sweetly talk to the tough Fuzor with her charm.

"Huck, huh…Hehe?" Quickstrick lightly chuckled off in feeling them sweet talking words the fembot said gets him going. "If you like to see me WHOOP his sorry Butt!? I'm glad to oblige, ma'am." He issued to say with his tough guy bravado in stepping up to accept the term fight challenge. "I can use some FUN!" He stated in knowing he'll have fun, beating Dinobot all over.

"Nrrrhmmm…" Dinobot moans with an upset tone of annoyance that such a bot was made into a Pred.

"Excellent." Megatron responded in liking the sounds of such a simple way to settle things. "Dinobot!...Do you accept the Challenge?" He turn to see if Dinobot was willing to accept & fight to prove he's among rank again.

"Hmmm! I Hardly call it a Challenge?" Dinobot huffs to remotely state that fighting against Quickstrike seems hardly worth his effort & time. "Grugrugruaughh…But I accept." He snarls a bit to calmly agree to face the Scorpion Fuzor in battle.

Megatron began to show a smile in liking how this will go, it will certainly prove if Dinobot is truly ready to become one of them again.

* * *

 **LATER ON**

 **OUTSIDE THE PRED BASE**

There was a loud commotion going on, like fan cheers watching a wrestle mania event. Only this time, it was more of a battle event where Dinobot VS Quickstrike, as they circle around each other. The other Preds were in Robot Mode, only Megatron choose to be in Beast Mode.

"Simple Rules…" Megatron announced about the rules of this challenge. "Survivor Wins." He issued off the basic rule, only the survivor makes it out of this. "On My Mark." He issued in about to signal the start &… "BEGIN!" He wave the Rotating Sword in signaling the start of the battle.

"NRUUUAA-AAAARRRAARRrughhh!" Dinobot let off a mighty battle cry as he transforms to Beast Mode & leaps at his opponent.

"Waaaugh?" Quickstrike yelp to duck below as Dinobot missed him; cause he's so short. "Gugh! I'm faster then you thought! Fossil-Face!" Quickstrike remarked this off while calling Dinobot a name.

"RARrrroorr…" Dinobot looks back at his opponent with a sneer.

"Prusvhm…Prushvmm…" Quickstrike began firing his Venom Ray beams, but Dinobot managed to move his neck & head to evade the shots. "Bam!/GUUaaugh!/Bam!/Gweeeugh!?" Course Quickstrike's shots ended up hitting & knocking out Blackarachnia & Tarantulas that were unable to dodge.

"Hey-Hey! Watch where your aiming!?" Buzz Saw exclaimed in wanting the bot to be careful when he fires; there are other bots around.

"If you so much as leave a damage mark, I'll fight you after this Quickstrike!" Archadis protest with anger in what he'll do to the short Fuzor.

"Huhuhhu….This is getting quite amusing?" Megatron lightly chuckled off quietly as he whispered to Inferno nearby; that he finds this sort of brutal combat very amusing.

"Yes! A Battle like this gets my oil gears pumping!" Volga exclaimed in feeling his spirit for such brutal combat get his gears running.

"I like a chance to shred any bot that dares challenge me!" Hardshell proclaimed in feeling like he wants in on some of that ruthless action.

"Right now, there aren't that many bots as big as you guys, so it end too fast." Injector stated to remind these bots that they are too large & big; they squash normal size bots too easily.

"Lets just see how those fighting do." Buzzclaw stated that they just watch &see how this battle will end.

"Hehehe-HaaaH!" Quickstrike let off a laugh as he suddenly transform into his Beast Mode. "Hisss…" The cobra tail hiss in being ready to bite.

"RAAROOArrrgh!" Dinobot lets off a raptor roar before leaping into the action.

"GRAAAaughh-Guugh!?" Quickstrike lets a screech off as Dinobot tackles & pins him to the ground.

"GRAARrruoorr!" Dinobot roars as he prepares to attack, until Quickstrike rolled the raptor on the backside & the scorpion fuzor on top.

"Lights Out Time!" Quickstrike announced as his hissing cobra tail gets ready to strike. "Hisss…" The cobra tail hissed as it lunge, but missed Dinobot's head: & he grabs the tail with his raptor teeth. "Teaaaaaahhh!?/SMACK!/AAAAAch!?" Then Quickstrike was throw off before he smack against a nearby rock pillar.

"Grruuoorrugh!" Dinobot stood up in having regain control of the battle situation. "STOMP!/CLUMP!" hen Dinobot made a heavy stomp with his raptor foot, which unstuck the gold scorpion fuzor to fall off the rock pillar wall to hit the ground.

"Pant…hugh…pant…hugh…" Quickstrike was doing some deep breathing, as he was suddenly getting himself together here. "Nobody…BITES My Tail…And Gets Away With It!" He issued off with an angrily tone that what Dinobot did, he'll make the bot pay for it. "Quickstrike – TERRORIZE!" He yelled this out before he transform from Beast Mode to Robot Mode.

"GRRUUAAaaurghhh!" Dinobot lets off a lot raptor roar, as he transforms from Beast Mode to Robot Mode now.

"PRsuvhhmmm…/POSSsfruvhmmm…." Now Quickstrike's venom ray beam & Dinobot's Optis Beams were fired at the same time. "Pow/TRisisisivhmmm…." The two forces collided as it seem to form a sphere I nthe center. But the attacks were focus on who was stronger, & Dinboot's beam was losing…

"Nrruaaghh-AAARRRrrraaaaghh!" Then without warning with a mighty battle cry, Dinobot ushered all his strength as his Optic Beams push against the enemy's beam attack.

"BOOM!" And soon that attack force pushed to collided & explode that knock Quickstrike off. "Waaaauh!?" He hit the wall before sliding down to the ground.

"GRUUAaaarrruaaaghhh!" Dinobot let off a loud snarl as he was walking to approach the Pred Fuzor.

"That all you got…Partner?" Quickstrike issued off to ask with a tough guy tone; as if saying he ain't done even with this amount of damage.

"Nooo….It Isn't…" Dinobot remotely stated that he has a lot more to dish out.

"PRUSsvhmmmm…/GYAAAAAAAAHH!" Suddenly Dinobot fired his Optic Beams that hit Quickstrike right in his chestplate. "GEH-BAH-STAA-NRUAAA-AAaaughh!?" The Gold Fuzor was struggling around as he was yelping around taking the full blunt of that attack that was not dropping. Finally, Dinobot cease his Optic Beams, & as for Quickstrike… "PAaaant…Paaaaant…Crrrud!?" Quickstrike looked half-way burned as he exhale a lot before he curse his luck & pass out cold.

"Grrrr…..It's over." Dinobot snarled a bit while stating that this battle, was now over with.

As Dinobot was turning away to leave the defeated foe, his rotating tail sword was thrown before it stabbed in the ground; stopping him before seeing who threw it.

"Finish Him!" Megatron gave a strict order in wanting Dinobot to perform the task of finishing off the defeated as part of the Predacon Challenge.

"Nrrruagh!?" Dinobot lightly snarled a bit as he reclaimed his weapon; studied it as he pondered what to do, finish Quickstrike or not will reveal his colors. "Grugrugruaaghh…He is a Good fighter." Dinobot snarled a bit to state about Quickstrike's fighting skills. "Under my 'Training', he will serve US well." He tap his sword to him, stating that with time, Quickstrike can become a better fighter for the Predacon forces.

"Hmm, perhaps your right? That may prove more useful?" Megatron narrow his eyes to shrug off in thinking; if Quickstrike gets better, a stronger fighter will prove more useful to him. "Inferno, aid Quickstrike." He turn to the fire ant bot in giving him orders to aid the gold scorpion Fuzor.

"Yes, My Queen!" Inferno saluted before marching off with the usual ant behavioral pattern.

"I was…Not aware you have given yourself…a New Title?" Dinobot shrug off in lifting a free hand in the air: stating a new title Megatron has that Inferno called him by.

"The ANT…has a faulty programming." Megatron stated in commenting about Inferno's program in believing he's a real insect & views him as a queen; is bothering if not annoying at times. "Cough…But his loyalties…are without question." He cleared his throat to comment about Inferno showing much loyalty to him, is something he can view as a good soldier that obeys his every command. "Now that your one of US again! There's this little matter of the Golden Discs you stole from me?" Megatron stated off as he approach to stop near Dinobot to begin a new topic; a topic of stolen golden discs.

"Hmm?" Dinobot hums in having guessed this was coming; Megatron wants intel about the Alien & Cybertron golden Disc.

"I assume…you still have them?" Megatron commented in guessing that both discs are under Dinobot's keepsake.

"I…'gave' the Alien Disc. To Rhinox." Dinobot admitted this without hesitation about having handed over, the Alien Disc to the Maximal Scientist.

"Unfortunate." Megatron mutter off in sounding disappointed, so now the Maximals have the other Golden Disc to learn it's secrets as he has done. "And the other?" He asked with gentle easiness to wonder about…the 1st Golden Disc. They stole together.

"Hidden…Urhm…From Both Sides." Dinobot stated off with firm expression that he hid the last disc. So no one, Predacon or Maximal, will find.

"Where…exactly?" Megatron asked in liking to know, where Dinobot hid the Cybertron Golden Disc.

"Hmmm…Maximal Ground." Dinobot hums to himself before stating the last disc's location was in Maximal territory. "I'll get it for you…Tomorrow." He issued off to state he'll recover the disc, but he'll put it off to tomorrow as he began to turn to walk away.

"I'm afraid that won't DO!?" Megatron sternly objected the word of Dinobot promising to retrieve the other disc tomorrow. "I went to a lot of Trouble to steal that Maximal Relic. I want it Back!...Now…" Megatron firmly made a serious argument that after acquiring that golden disc., he will not wait another second to reclaim it.

Dinobot was in a tough spot, unless he can please Megatron, then his position within the Predacons will be for nothing.

"While you think of this, do tell me…where is the Key currently hiding? I assume you must know where the Maximals have kept her?" Megaton decided to change the topic, & began to ask questions relating to…a certain pink haired girl they all know: Aelita.

"Hmmm…she…WAS, hidden with the humans, but after the Quantum Surge, her change forces her to stand out. She is currently living aboard the Axelon." Dinobot seem to find struggle within his words in explaining that typical case, all while not mentioning Aelita was hidden within a junkyard with Jeremie & his father.

"I see, what else has the Key shown? Any changes to her powers?" Megatron responded while being curious to ask more questions about the Key.

"Hmmmm…she has learn much…" Dinobot hums a bit before stating a simple answer. "I've seen her learn how to use an ability: Creativity, turning the ground into a digital frame, reconstructing it however she needs it to aid her. She can locate Stasis Pods, but seems to struggle in that concentration. And after the Quantum Surge, she's awaken energy base attacks & wings of energy. It's almost certain, the legend of her connection to Primus himself." Dinobot explained enough that to him, he's seen more of Aelita's powers & awaken abilities as the Key, it's enough to believe she is the child of Primus, the Creator of all Transformers.

"Hmmm…I expected much, but it only seems like the Key is reaching no more then ¼ to a half of her true power." Megatron scratch his chin to ponder this while contenting, how much Aelita's real power has at last surface.

"True…power?" Dinobot raised an eyebrow, very curious to hear this for a first time.

"Quite so, & I'll be willing to share…once we obtain one of the disc. Are you coming?" Megatron exclaimed to state, as he stood in front of Dinobot as if…awaiting his response.

Dinobot seem hesitant if he should be doing this, especially if it somehow involves Aelita. But to him, he signs as he approaches Megatron; willing to go along with how things are proceeding.

* * *

 **ELSEWHERE AT THIS TIME**

The scene shows around a night time around a mountain area. And at this moment, we see Rattrap rolling in, as he was sniffing the ground, trying to pick up a trace. But then the metal rodent stopped, because there was a sound; like a jet engine plane.

"Uh-Oh! Rattrap – MAXIMIZE! Rattrap yelped at first before he said his activation code to transform to Robot Mode before ducking for cover behind some rocks. "Heh-heh…Infrared!" The metal rodent issued off as his optic eyes change to a darker red color.

Rattrap's scan screen displayed green focus meters, Cybertronian codes in the center, & a slice of Swiss Cheese on the right side like an icon. But what the main screen showed that zoom in, was seeing a gray version of Megatron having clutch his metal feet on Dinobot & flying through the air. They were seen heading towards a strange mountain peak a few feet away. Having seen enough, the metal rodent undid inferred as his optic eyes return to normal.

"Talk about lucking out?" Rattrap commented off in seeing this was his lucky day, he's found Dinobot & can surprise attack Megatron in his rescue attempt. "Well, better get going while I got the element…of surprise." He issued to say in deciding he best get going.

With enough said, Rattrap began to move out to catch up to those in where they are heading. Meanwhile, Megatron hovers himself over the top of the stair path mountain top before dropping Dinobot off & landing.

"GROOUUAAARRrughh!" With a metallic T-Rex roar, Megatron transforms from Beast Mode to Robot Mode. "Where is it? You said it's here, did you not?" Megatron looked around to firmly ask; where Dinobot hid the Golden Disc.

Dinobot seem hesitantly quiet without warning, but then, he slowly began to move. Megatron firmly watch where the bot was going, just in case of any sort of 'mishaps' should arise. Then Dinobot leans down, as he lifts up a nearby rock to which he pulls out what was hiding beneath it before dropping said rock back in place: the Golden Disc was in his left hand. Dinobot looked at the reflection of himself in the disc., as if struggling in what it is he is doing is what he wants. But that was put aside when he saw Megatron's reflection, as Dinobot handed it over.

"Aaaahhh..Excellent." Megatron smiled in sounding very pleased in reclaiming the disc. "With this little bobble, even without the Key within our grasp, we will write a new chapter in the History of Our Race!" Megatron walked away to proudly state a manner of the importance of the Golden Disc. As he then let it slide into a compartment on his backside.

"Or…Destroy it? Grugrugruaaagh…" Dinobot silently, but spoke up in remotely commenting this with a snarl tone if what they do with the information the disc. holds may just destroy their entire race. " _Either way, I will know the truth at last?_ " Dinobot looked up at the night sky at the one moon, as his mind speaks of what he wants to understand.

"I assure you…All will happen, as I have calculated." Megatron firmly stated that what he's doing will aid them in bringing a new dawn to their race. "Not that it will be any concern of yours?" He remotely stated as he lifts up his tail grappler as it began to charge: preparing to strike Dinobot as he looked away. "Powvh…/BAM!/GRUuuagh!" Then a sudden blast sphere shot exploded that knock a yelping Megatron down.

"Hmmm?" Dinobot turn to notice what happened, but who fired that shot.

"Yo! Looks like I got here JUST in Time!?" Rattrap appeared from a nearby corner with his blaster out; as he was the one that helped Dinobot out.

"Wrong…huuuh…" Dinobot was wheezing in correcting Rattrap's statement in being on time. "As USUAL!" He lashed off to say this before…

"PUSFruvchmmm…/BAM!/. GYAAAaugh-GAAAugh!?" Then Dinobot blasted an Optic Beam that exploded to knock yelping Rattrap backwards to bash against a nearby rock. "Did I…Miss Something?" Rattrap asked off sarcastically in not knowing what was going on: how was his rescue of Dinobot turn out that he was attacked by the victim.

"Welcome home, Dinobot." Megatron smiled as he stood up to pat Dinobot's shoulder; complimenting the bot in showing his loyalty to the Predacons.

Soon Megatron stomps away as he aims his blaster at the defenseless Rattrap. Dinobot was observing this, as he knew what was gonna happen.

"Hrrrugh…Rattrap might have BACKUP!? He couldn't be scouting alone? Grugruaaugh…We should GO!?" Dinobot snarls a bit while stating that the metal rodent may have backup on the way, they must leave before more Maximals arrive.

"Ye-es-s-s…" Megatron smiled to look at Dinobot for making a good point. "As soon as you EXTERMINATE the Vermin." Megatron firmly stated in what he wants Dinobot to do; Rattrap regain himself to overhear the discussion.

"He…Is DEFEATED!? It is…Unnecessary?" Dinobot tried to reason with Megatron in seeing there was no need to go any farther with this: the bot has lost, is that not enough.

"Call it…a Final Test? Of Loyalty?" Megatron smiled to state as he firmly address this will be a test to reveal Dinobot's loyalty of where it lies. "And then after, we can have you fool the Maximals into letting the Key follow you…right into our clutches." He proclaimed in having a perfect way, to acquire the Key; let the fools believe Dinobot is on their side, & snatch tne girl from under them.

"I…" Dinobot seem to almost feel that was cowardly a tactic, but…

"But, first things first….the rodent." Megatron issued to firmly want to see, Dinobot prove himself.

Seeing there was no way to reason out of this mess, Dinobot lowered his head. Taking out his Rotating Tail Sword, Dinobot begins to approach. Megatron removes his Tail Grappler, as Dinobot stood over Rattrap before pointing his rotating sword to the metal rodent's neck.

"I Always KNEW Yo's were a Stickin' Pred!?" Rattrap looked to Dinobot in giving off his last upset remark about knowing that the Ex-Pred, is still a Predacon within.

Having made his peace, Rattrap looked away as Dinobot stared down at the bot. Dinobot raised his sword upwards, as Megatron watches the event. Rattrap looked to Dinobot, as he saw the so-called boasting brutal warrior, seem to have eyes of concern caution in about to end the rat. It look like Rattrap would meet his end by the bot that he usually picks fights with. Just then, Dinobot showed a different emotion, as if all clouds of doubt vanished. This puzzled Rattrap for Dinobot was seen slowly lowering his weapon; as if displaying his unwilling urge to end a Maximal life like this way. But behind those in what's happening, Megatron had observe enough as he firmly raised his tail grappler about to swing it; but luckily, Dinobot's eyes noticed what was coming at them.

"CLANK!" Then Dinobot moved fast to clash his sword against Megatron's tail grappler.

"GRUUAaaughh!/Mhhhmmmm…" Dinobot snarled & Megatron grits his teeth; both were trying to overpower the other. "Arrrughhh!/NRRaaagghh…" And still both Dinobot & Megatron were in a grind-lock state.

"Beep!/Rattrap, this is Silverbolt! Optimus, Noctorro, Air Hammer & I are on your position." Silverbolt's voice was heard on Rattrap's com-link as he held up his left wrist. "See you in a few nano-clicks." Silverbolt stated that they will see each other shortly soon.

"Beep!/Make it Faster then THAT!? Cause we got a real situation here!?" Rattrap remarked off in wanting backup to arrive faster against the problems here.

Having overheard Rattrap's discussion, Dinobot looked back at Megatron…

"Your…Ambition…Has made you INSANE, Megatron!" Dinobot remotely spoke in stating a fact about what Megatron's selfish ambition is making him do. "Grugrugraughh….You'll Destroy BOTH Maximal & Predacon! And ALL Who Came Before!" Dinobot issued off in stating this fact that if Megatron continues down this path, they & those before them, will all be destroyed.

"THEN RETURN TO YOUR MAXIMALS!" Megatron shouted off as she disengage his weapon against Dinobot with this remark matter. "If they will Suffer a TRAITOR like YOU in their MITS!? Which I highly DOUBT!" He pointed off to remark that Dinobot's actions, will make the Maximals question him.

With enough said, Megatron transforms into his Beast Mode, & uses his jet vacs to launch himself upwards. "GROOUUAARrrughh!" With that metal T-Rex roar, Megatron was soon out of sight.

But even with the enemy gone, Dinobot put his weapon away as he look to Rattrap as he got up: but of course, the situation between what happen & almost happen, left an awkward moment. At this time, Silverbolt, Noctorro, Air Hammer & Optimus were seen in Beast Mode & Flight Mode to land nearby those present.

"Guuh…Dinobot! Your Alright!?" Silverbolt spoke up with rejoice that Dinobot was still functioning: after having let the enemy capture his comrade , he was worried.

"We heard you were captured. Thought we had to bail you out." Noctorro stated off with the tough rowdy talk about if they had to save Dinobot from the fire.

"Yet it seems, that is no longer needed?" Air Hammer stated with a calm motion that Dinobot, was no longer in need of rescue.

"What's the situation, Rattrap?" Optimus asked in liking a briefing of what happened just now.

"Well…Ye just miss Megatron!?" Rattrap pointed a right thumb in stating that Megatron just left moments ago. "Oh, & deh…Old ChopperFace here…" He spoke off in waving a left hand off to Dinobot. "Decided to play Predacon again." The metal rodent stated in what the silent Dinobot did just earlier.

"Wha?" Optimus responded puzzled; is what Rattrap said…true?

"Hugh!?" The other Maximal Fuzors were also a bit stump, was what they heard; true at all?

Feeling silent, Dinobot began to walk away from those here, as they wondered about what he did to even consider rejoining the Preds.

"Dinobot?" Optimus spoke up in liking to hear more from Dinobot in what was happening.

"It is…true?" Dinobot stated to say that the truth was there as Rattrap said. "I have betrayed you." He stated this with no hesitation nor denying that he was about to leave the Maximals.

The present Maximals heard the confection about Dinobot having decided to betray the Maximals.

"Hey, is this some kind of joke?" Noctorro scratched his head in finding something not right.

"I don't think it is?" Air Hammer shook his head in feeling this was no joke to find funny.

"How…could you Dinobot?" Silverbolt asked lost in why Dinobot would ever betray those that see each other as comrades. "Your Honor?" He stated in knowing that Dinobot, is an honorable warrior, why would he do such a thing.

"Is NOT…Maximal." Dinobot loudly protest in knowing that his honor, was not Maximal. "It is Predacon Honor." He looked away in stating that he is Predacon, nothing of that will change. "I…AM…Predacon." He stated in accepting the fact, he's a Predacon, even if he change side to Maximal, none of it really matters of who he really is. "Gruguraaugh…No, Megatron is close to achieving a GREAT Victory!" He snarled before he held his left grip fist up in stating about Megatron's action where it will lead in the war. "I…Foolishly believed I…wanted to be apart of it?" He lowered his left hand in shaking his head in realizing the fool he was; believing he wanted to return in seeing a promise to share in the victory.

"And now? What do you want?" Optimus spoke up to ask what Dinobot's was choosing of the current situation.

"I wish to fight with YOU until we 'Win' the Beast Wars! And keep the Key…Aelita, safe!" Dinobot turn around to face everyone in asking to fight with the Maximals until the day, the Beast Wars are over. "Or I'll…Destroy trying." He humbly stated that he will fight to win, or be destroyed trying to help. "If you will not HAVE Me? I will Fight Megatron ALONE!" Dinobot firmly stated that even without a group to fall back with, he will fight even alone.

"Hmm?" Optimus lowered his eyes as he hums to firmly consider how to process the situation: allow Dinobot to help them even after this betrayal, what to do?

"I…" Silverbolt was heard speaking that earn some attention. "Was a Predacon once?" Silverbolt firmly stated in remembering how he was on the side of the Predacons not too long ago. "You gave me a chance." He look to Optimus in knowing without his commander, he would not have found his place among the Maximals.

"And in response, you gave us a chance to join a group far better then being Predacons." Air Hammer stated in knowing the other Fuzors that were mislead were given a second chance with the Maximals.

"Yeah, gotta admit, even if I maybe a bot that beats up others, being part of the Maximals is a lot more heart warming to say the least." Noctorro shrug off to simply say in knowing that even one like him who's a brusier, likes the company of Maximals better then with the Preds.

Optimus was very silent in having to take time to consider the options here. Should they give Dinobot, another chance or not?

"Rattrap?" Optimus spoke in looking to hear Rattrap's voice of opinion.

"Wha! Deh? Gwoh! Doh…FOR BOOTIN' UP COIL!? You know how I feel about Lizard-Breath?" Rattrap yelped off before he complained out loud in being the last bot to state his obvious opinion about Dinobot. "Ye CAN'T Trust Him!" He issued to say these remarks as Dinobot took the insult blow while narrowing his eyes in anger. "An-And he Smells Bad!?" He held his arms in front of his face, stating that Dinobot really smells terrible. "And his Teeth!? You ever seen him Eat?" Rattrap stated off in another manner about the way Dinobot eats; it's disturbing.

"BY THE PIT! How Much Of This DRIBBLE Must I ENDURE!?" Dinobot snapped off as he was about to approach if Optimus didn't hold him back; as the metal rodent continued to insult him freely.

"But I….Kinda gotten use to him?" Rattrap suddenly sheepishly held up his hands, drop them as he lightly commented this with a little smile.

Having heard this made Optimus smile in figuring how Rattrap truly felt about Dinobot. Heck, Dinobot was just as lost & confused to believe, Rattrap was alright with this. Now the Maximal Commander looked to the bot in question as everyone ahs given their opinion.

"You better change your activation code back." Optimus gently advise this as a little smile was seen, hoping Dinobot will continue to be a Maximal a while longer.

"I am…grateful…grugrugraaugh…." Dinobot lightly snarled a bit while stating how he is grateful, to be given this second chance.

Soon Dinobot's body went limp at this time, as a few computer 'beep' noises were heard. The others look to another, in seeing the process of Dinobot changing his activation code. Once the process was over, Dinobot began to have active eyes & stood up straight.

" _Activation Code Change – Complete._ " A male computer voice announced this as Dinobot can now say Maximize when transforming into Robot Mode.

"I must discuss something of…'Great Importance' with you?" Dinobot turn his focus towards Optimus, as he has something he wants to inform his commander that is very vital information.

"Time enough back at base." Optimus simply stated that such talk can wait when they return to the Axelon. "See you there." He simply stated a little farewell for the time being.

Soon Optimus jumped in the air, his hoverboard appeared under his feet as he surf the skies with Silverbolt flying on after him with his wings. Noctorro & Air Hammer were lately following behind those that took a head start. After the fliers took off, Rattrap transform into his Vehicle Mode, as he revved up his engines.

"Maximal Taxi on the way Home!" Rattrap spoke off like some taxi driving service. "You need a ride?" He drives up to & loos up in asking if Dinobot, wants a ride back rather then just walking.

"So…I am to be punished after all? If I'm taking the Vermin Travel Route?" Dinobot remotely stated in sarcasm in seeing he has to deal with the indignity of riding the metal rodent on home.

Dinobot slowly settles himself onto Rattrap, seeing this is humiliating to the warrior to endure such a thing.

"You know…I thought you REALLY gonna scrap me back there?" Rattrap issued off to chat in having almost believed, Dinobot would have ended him; but instead didn't. "Heh…How come you didn't?" He lightly chuckled off to ask why Dinobot didn't take it, considering the rat gets on the Ex-Pred's nerves….A LOT!

"Consider that a…Rehearsal…for the REAL Moment!" Dinobot issued off in claiming that was just an act; for one day, he will take a chance to remove the annoying rat out of his life. "Grrruhh…I moment 'I' will choose." He proudly stated that the time & place for when such a thing will happen, is not today.

"Heh…Glad to have yah back, Dino-Butt!" As he was slowly driving, Rattrap lightly chuckled off in feeling a bit glad, that this pain in the rear Ex-Pred, is back: gives the metal rat someone to mess with.

"The pleasure….HURRguh!" As Dinobot was speaking, the slow driving rat made them drop down a step on the mountain. "Is all Yours…GRRUUaugh!" Dinobot was commenting while yelped from another drop bumb step down the mountain stair path. "Vermin…GYRUUaaugh!?" Dinobot remarked to say this to the metal rodent as he yelped again from another bump down the stair path. "HRRuuuagh…NRuuaahg….GRUuuvhmm…" An Dinobot continued as every time they went down a step, the bumpy reaction force was uncomfy to the Ex-Pred.

The scene begins to go dark, but despite a bumpy start of things, looks like Dinobot's place to be is settled: He maybe a Predacon, but he is now a Maximal in this effort to end the Beast Wars…

* * *

Well that was a very touch & go event, picking sides & all that. Now in the next chapter, will be an original with a special theme I got in store. While things for the Maximals slowly continue their course in surviving in the Beast Wars, Jeremie & the others learn of a surprising event that's coming up. Prom Night! Yes, that's right, an event that's being done by High-Tech's genius robotics Isaac Sumdac, to allow some relief to young teens that are being home school after the Quantum Surge & Meta-Human fiasco, to come have an enjoyable time. The boys of the group invite the girls to partake, especially to have their own Secret site in the Junkyard where no normal humans will see them, especially when some young members of the Maximals wanna partake. And when Lynxa brings in her date, a familiar bot many couldn't forget will appear that the children & William know too well, is active & with a Spark to boot! What sort of crazy fun is about to happen, what sort of fiasco will occur? And what's the important news Dinobot has to tell Optimus about? Stay tune, cause things are about to get a WHOLE lot more interesting!?


	8. Chapter 08: Prom Mayhem

Alright Beast Wars fans, here's a new chapter original made by the VISUION-KING. It's taken a while to make, but I'm sure many will be surprised in what new events I added in that will amaze many along with something else that may tie into the Beast Wars series. Until then, enjoy…

* * *

 **Chapter 08: Prom Mayhem**

 **LOCATION: AXELON**

The scene begins to open around the Command Center within the Axelon. There were a few gathered Maximals including Jeremie's group that came by were given the information about what transpired. It was about when Dinobot's action allowed Megatron to reclaim the Golden Disc., & how it all happened when the Ex-Pred was planning to return to the Preds. After much time has pass, everyone was caught up in hearing the events & process their thoughts & judgements.

"Of all the 'Irresponsible' stunts you pulled Dinobot, how could you NOT inform us you had acquired the Golden Disc.?" Dive-Bomb protest out loud in thinking this was one action that Dinobot's foolishness has cost them an advantage.

"Hey-hey, take it easy Dive-Bomb, Dinobot had his reasons." Bonecrusher patted the med bot to settle before he blows a gasket.

"Yeah, & that same reason, allowed the Preds to get back the Cybertronian Disc in which brought us here on this planet in the 1st place!?" Grizzly-1 snapped off in sounding upset in how they learn that Dinobot just handed the enemy the thing they stole from the beginning.

"Come on fellow bots, relax…so we didn't get what was stolen, we'll have other chances. We should look at the situation as half-full rather then half-empty." Wingblade tried to be the more easy bot in the room to not have everyone lose their cool.

"Hmmm, well we still have the Alien Disc., so we are now on some standings in obtaining the same intel Megatron has been using against us." Longrack thought about the only slight advantage they still have to not be out done by the Preds.

"Still, something doesn't add up? Dinobot, you told us you felt like you wanted to be part of what Megatron was close to gaining, what made you doubt being with us?" Zephyr-1 spoke in feeling like there was still some suspicion in what could have tempted the honorable Dinobot to go back to rejoin the enemy rank.

"Hmmmm…I am sorry, the reason might be…too much for you to bare…" Dinobot looked down to regrettably inform this matter as being unable to say. "Or for that matter, to believe such a thing was possible?" He muttered under his lips as it was something very hard to swallow.

"What are you saying, it sounds like the Golden Disc. is not just to help find Energon? Is there…something else it holds?" Jack-Tool stated in feeling that Dinobot was not telling them something that maybe very important.

"Hmmm…" Dinobot seems to not respond, as if hesitating in how to answer such a question.

"Oh brother, listen to us? We're ganging up on the poor fella after everything he went through." Volpex signed to slap her forehead to complain in what they were all doing. "Look, we know Dinobot is not the most promising character to get along with." She issued to state a fact about Dinobot's character.

"Teeeh, you can say that again." Rattrap remarked off to laugh at the idea of that being the truth.

"Grrrr…" Dinobot lets a low growl in hearing the vermin dare to insult him.

"But he did have some good motion, when Megatron asked where Aelita was, he only gave an answer, not a full explanation without endangering Jeremie's father." Volpex issued to say this with reason in what Dinobot did that was, not giving the enemy the full weakness exposure to endanger the humans & Aelita.

"Hmmm, Megatron would have done anything to take back the Key, if Dinobot didn't give him the full intel, then he must have tried to hid as much to keep her safe." Bantor hums a bit to seriously comment about the fact that Dinobot did not reveal everything to the enemy, he kept the most secret of secrets from being exposed that would put Aelita in danger.

"Then it's settled, Dinobot will continue to help us. He knows the enemy & how they think & behave." Leo issued to say firmly believing that Dinobot is still an ally that can help them against the Preds.

"Agreed, one mistake doesn't mean we shun a fellow bot. Especially if they can learn from it." Override stated in knowing they must allow each other to learn from their mistakes.

"I am…grateful." Dinobot looked down in feeling both shame & honor to be given another chance.

"Alright, now that this gloomy chat is over, who's up for doing something fun?" Jackrabbit smiled to pop in to try to lighten up the mood here.

"You all can return to your stations or take some time off. Dinobot & I will have some…private discussion." Optimus Primal issued to say this in having some business to deal with & Dinobot is involved.

Many who heard this did not know what Optimus & Dinobot would discuss, but many were heading off to do their own thing. During the manner, we focus on Jeremie's group walking down a corridor hallway discussing the events that happened.

"Man, that was a close calling. I was a bit worried if Dinobot was gonna get kicked out or not?" William stated in having been worried in what would have happened to Dinobot.

"Well he does go off on his own, still, glad we didn't just toss him aside." Ulrich stated to firmly say while showing a little smile on what he said last.

"This war & what's happening to our planet, everyone is just…so on edge right now? I wish there was something we can do to just…cut loose & have a good time like before." Sissi signed in feeling like everyone is just stressing out, & it's not just them, the whole world is on edge in learning of aliens & how their world was almost destroyed.

"Hmmm…I just intercepted a video email that is address to those of you that are underage adults label as teens & children. I shall project." Artemis suddenly stated to speak up to inform something to the others.

Then everyone nearly yelped as the gynoid used her eyes to project a hologram of something onto a nearby wall. And who should appear but a vid screen of a man who is a scientist of HIGH-TECH himself: Dr. Isaac Sumdac.

"Greetings, my name is Dr. Isaac Sumdac from HIGH-TECH. While many of you know, it's been hard for many people from the events of the Quantum Surge & the sudden evidence of Aliens on our world to even humans becoming Meta-Humans." Dr. Isaac Sumdac spoke off to introduce himself while mentioning this much about matters everyone is currently facing. "Everyone feels on edge, that is why for a time being, I have something to give to the people of Antigo." He stated in having something to mention for those that are listening.

Then a different video screen appeared to show a familiar underground bunker that was used when the Planet Buster was igniting all the Earth's Energon that people took cover in.

"Many recall the bunkers used to protect the citizens. Well we turn one by the Junkyard outside HIGH-TECH into a place for family & friends to have a place to relax, have fun, & not let such problems make us lose hope for the world." Dr. Isaac Sumdac explained the manner of where one bunker was converge into something to help folks be more relaxed. "And there's more, for those that were due to have their prom, one area will become a place where every pre-teen & teen can have a good time. Just fill out the admitting forms that guaranties you access & you can finally have the time of your life once more." He issued to say this as a digital sign up sheet was displayed.

When all that was said, the vid screen vanished as Artemis' eyes return to normal before looking to everyone that saw that surprising vid mail message.

"Did you guys hear that? This is the answer to our dilemma! They're practically begging us to take it & have fun!?" Odd smiled in thinking the answer to their problem just appeared.

"You forget something Odd, the moment we step in, everyone will know we're not exactly Normal Human beings?" Ulrich issued off to notice that their appearance has change, everyone will know they are not normal.

"After what happen last time, nobody recognized who we were? If they learn our identities, then we're as good as being on Meta-Human Wanted List." William stated in fearing that their names will be known & be on a list of those that have become Meta-Humans.

"Jeremie, are proms…fun?" Aelita looked to Jeremie to ask him a simple question.

"Ugh, well…you see Aelita, it's um custom for…boys to ask girls to a dance, & ugh…um…?" Jeremie was struggling in how to answer the question as he blush at the thought. "Just trust me Aelita, they are fun & best of all, we'll be with our friends." He tried to simply say as much in how to view the subject as a place lots of kids their age like to partake in.

"That all sounds nice, I wish we could go…I understand enough of this world, but…I've yet to experience it?" Aelita sadly looked down in wishing she can understand what it's like…to go to a thing called a prom.

Jeremie could see that Aelita was very curious, if the whole thing with the Quantum Surge & Meta-Humans didn't occur, they might have experienced a normal school event like going to a prom like normal students.

"Hugh, maybe it's time I show you guys something." Jeremie signed in feeling like there was no way out of it, he decides to show the others something: a simple electronic digital watch.

"What is that? Some kind of an electric watch? My father got me plenty of those?" Sissi raised an eyebrow in not seeing what's special about such a watch.

"Not like these, ever since Aelita & Odd's appearance change from the Quantum Surge, my mind's been racketing to figure out how to help solve that problem. And it only became more determine when Yumi, Ulrich & William showed a delay reaction that they became Meta-Humans too." Jeremie explained off in what he's been doing, trying to find a way to help conceal those around to not be noticed as Meta-Humans. "Odd, you try it on & listen to what I'll say." He gave Odd the watch device while wanting him to listen to his instructions.

Odd was a bit baffled, but he listen to Jeremie as he whispered so the others wouldn't hear. After putting on the tech watch, Odd turn the dial, which suddenly caused a strange blurry image to appear around the body. When it was over, what appeared was the usual human version of Odd before he got a new outfit, cat-ears & cat-tail.

"Woah! He's…normal?" William yelped as he & the others were shocked to see Odd in his human form after some time.

"Well as normal as Odd gets maybe." Ulrich shrug off his shoulders in seeing

"Woah! Amazing!? I look like my handsome self from before?" Odd smiled to notice that his appearance was like from before. "But then again, my other look was quite the charmer?" He smirked off to brag about being quite the looker in any form.

"Ugh, Odd, your tail!" Yumi pointed to seeing that as Odd was happy, he didn't pay attention that his cat-like tail moved around.

"Hugh…whoops? Heh, sorry about that?" Odd yelped sheepishly to hid it from sight.

"No, I'm sorry Odd, I should have told you this was just the prototype. I've made plenty more in case we needed them. I had Rhinox along with the other Maximal Scientist help out, I call them Imagine Inducers." Jeremie apl;oligzed in knowing that while his latest device seems like a perfect work, it's only a prototype & may need a lot more tinkering. "They're meant to help those of you look like yourselves, I even set a dial for clothing choices. They'll still feel like they are almost the real thing." He issued to mention this about those here that have the tech watches, can look like normal & appear to wear anything of their choosing.

"Jeremie this is perfect, now we can go without causing any problems." Aelita smiled as she & the others felt happy about this. "Artemis, would you like to come too?" She looked to the gynoid in asking if she like to partake.

"Me, but…would those things work for me?" Artemis responded puzzled, unsure if a device for humans work on a machine like her.

"It's possible, well Jeremie?" Aelita smiled to say while asking Jeremie for his thoughts on his device.

"Ugh, well…if I count you, Odd, Ulrich, William & Yumi, then I have approximately 6 of these Imagine Inducer Watches, I worked on a spare in case one broke." Jeremie counted up to know how many of those here that need a more normal look after becoming Meta-Humans, even a spare he can give to Artemis.

"Then what are we waiting for Einstein, lets go get ourselves ready!" Odd issued off in thinking this was the perfect chance.

The boys were a bit puzzled before they & the girls thought that since Optimus said they can relax, maybe…this is something that can help them forget the troubles that's been happening. But while the humans were busy discussing, some young Maximal bots had overheard everything to become…intrigue? They were Jackrabbit, Aquarius, Lynxa, Zephyr-1, Streamline, & Volpex, who heard enough to begin a discussion among themselves.

"Did you hear that, they're going off to someplace fun." Aquarius smiled in stating what they just heard that sounded juicy.

"I heard, & if they're going, why not us too." Streamline commented in also liking something that could be fun.

"What are you guys talking about?" Cheetor was seen coming from the other hallway with Auroras, Larkshot & Mach Kick before noticing the strange bots gathered & whispering.

"Cheetor, we heard Jeremie & the others are gonna go to some event called Prom." Jackrabbit stated to mention this as some intriguing gossip they overheard.

"Hugh, I think Jer & his buds told me that, males take the females to a place & have a great time." Cheetor looked puzzled before having to explain the basic view on such a topic.

"So if the human children are going, then maybe it's time we follow their lead." Lynxa issued off to say in what they outta do, join right along

"Oh, what lead are you referring?" Auroras asked puzzled in wondering where this was heading.

"I think they mean we all go out & have some fun!" Jackrabbit stated in what she can gather about the discussion.

"Really, well…it's been a while since I've stretch my wings to just fly without a care?" Larkshot smiled in thinking that from everything, a nice fun time to loosen up might not be a bad idea.

"In case ye be daff, Cheetor just said the males take the females for this…prom thing?" Volpex rolled her eyes to remark the manner of something that was left out.

"Hmmm…then why not get some males here to help us have fun too girls?" Streamline pondered a second before suddenly suggesting this.

"hugh?" The 4 young Maximal males responded puzzled when having been address about this unexpected claim.

"Wait…your not suggesting we take these guys?" Zephyr-1 asked with a raised optic eyebrow.

"Honey, the way any of us sees it, most of the crew are a couple of bots way older then us younger bots that are just Cadets." Aquarius issued off to say in knowing about how there are not that many bots that are young as one can tell apart those being the older mature types. "So pretty much, the only other bots available are those here while anyone else is doing different missions, they're no grand prize, but they're at least still young bots." She shrug off to simply state as much with the basic truth & reality of the present group in company.

"Ouch, that be harsh on those of us that are trying to be seen as the adults here?" Mach Kick scratch his backhead in feeling like that was a little much for those that are like young adults but are still close to those being lie teenagers.

"Well come on, we gotta get ready to go to this prom & have a blast!" Streamline issued off to eagerly say in thinking it's time to get this show on the road.

"Hey wait!/Quit pushing me!" Zephyr-1 & Volpex yelped as Streamline was pushing the fembots to get moving.

Then the male bots yelped as Jackrabbit & Aquarius were pushing them along against their will. But as Lynxa watched this, she seemingly slipped away, & then found where Aelita was by herself before approaching her.

"Um, Aelita…" Lynxa spoke up as she approach Aelita.

"Oh Lynxa, hello…" Aelita smiled to greet her Maximal friend.

"Um, is it okay if I ask…did the boys…ask you to this prom thing?" Lynxa hesitated a bit before she asked a suspicious question.

"Um, well it did feel strange & new to me, but…" Aelita seem to lightly blush before having given her answer. "It was funny to see that after Ulrich & William asked Yumi & Sissi if they accompany them, Jeremie tried to do the same thing & he asked me & I said of course." She smiled happily in what she responded as her answer when Jeremie asked her to join him to go to the prom.

"Oh, so does that mean they all have dates?" Lynxa responded a bit down in having heard this.

"Odd said he'll try to find a girl to be his date, & we'll be accompanying Artemis. It'll be a first time for the both of us experiencing a prom." Aelita responded with a smile to state an answer on the topic on those going, etc.

"Well, the other cadets are gonna join them, but…" Lynxa stated in having some trouble with her words to get the message out. "It's silly, I wanted to try to ask one of the human boys if they take me?" She rubbed her backhead in stating this thought that she had.

"Oh…I'm sorry…" Aelita apologized in never having consider if the other young bots wanted to partake then just the human children.

"It's fine, besides, there aren't that many young cadet males around. I just wish there was someone matching like that William boy, he did help me out before." Lynxa smiled lightly to not let such a thing bother Aelita that much.

"Hmmm?" Aelita was suddenly in deep thought from what she heard, someone that match one of her friends… "Wait, what if you meant the William who had a body similar to a Transformer?" She asked this question out of nowhere that caught the Maximal female off guard.

"Hugh, what are you talking about?" Lynxa responded to ask in puzzlement.

"Follow me, I'll show you." Aelita insisted that Lynxa follow her to understand her.

Soon the two were heading off somewhere in the base, the pink haired girl had an idea & there was one place she thinks that can help her Maximal friend out in terms of…finding a date?

* * *

 **ELSEWHERE IN THE AXELON**

The scene begins to open around Optimus Primal's Quarters, we find him behind his desk as Dinobot stood before his commander. The atsmophere seem very heavy, as both had serious expressions.

"Alright Dinobot, you wanted a provide audience with me, & you got your wish." Optimus Primal stated in knowing this is what Dinobot requested earlier when they brought the Ex-Pred back.

"Hmmm…I thank you for granting me this much." Dinobot nodded his head to thank Optimus for this oppertunity.

"You said some things that got me curious, & during the briefing of your action, you hid something you didn't want the others to hear. Why?" Optimus Primal asked this out in knowing Dinobot didn't want the others to hear something he kept a secret.

"Hmmm…to prevent any ill-manner actions from spurring. If they learn the truth of where we are & what we stand on." Dinobot explained this in a way for Optimus to follow about.

"And that would be?" Optimus Primal asked in liking to know the answer.

"Hmmm…grugrugrugrugraahhh…" Dinobot let off a low growl before… "That would be: Nexus Earth." He spoke to mention this out the two words.

That single sentence was enough to make Optimus narrow his eyebrows, for he seems to have some knowledge in what Nexus Earth stand for.

"Nexus Earth...are you sure?" Optimus Primal asked in wanting to be certain, Dinobot was 100 percent certain.

"Surely you must have realized it as well, ONCE…one of the moons was removed, this planet was changed." Dinobot issued forth to have to mention the related manner of when one moon was gone.

"Hmmm…it's true that the larger moon was a fake made by the Aliens. I suppose it was the perfect thing to hid in plain sight." Optimus Primal ponders this careful in knowing that from the certain facts, one of the moons being fake hid the truth about what this planet was. "But does this planet Earth…is it actually 'The' Nexus Earth?" He asked in wondering if this was truly the one they are discussing.

"It might be so, when you pursued after Megatron when he stole the Golden Disc. & the Key, you followed us through using the Trans-Warp Drive Technology, correct?" Dinobot pointed off in knowing much about how Optimus followed the Predacons that they all ended in this located planet.

"That's correct? And your point being?" Optimus Primal nodded to say while wondering where this discussion would take.

"Nexus Earth is a world that is both similar & the alternate version of the REAL Earth. The only things different are that certain evolved minerals & technology exist here that were never explained in the records of Cybertron." Dinobot went off to explain about the Nexus Earth & how it is similar to the actual Earth but at the same time, it is not.

"Hmmm…during the Great War, the Autobots & the Decepticons brought their battle to Earth, but you maybe correct…there are things here that did not exist." Optimus Primal rubs his chin in thinking this carefully, knowing there is no evidence that proves against this topic.

"The Ragnite used by those Squad 7 Miltian people. Secondly, the technology we learn that HIGH-TECH was developing, was close to Cybertronian tech if not in a 1st step process. And….grugrugraaugh…the Gynoid called Artemis, she may have been another step in the process. All in all, the humans of Earth & this world are only similar in appearance, but NOT, in the same as development." Dinobot explained the things he brought up are the events that are different & are things that were never related to the original world known as Planet Earth that they are familiar from the history records.

"Hmmm, well while all that is true, just what is it your saying Dinobot?" Optimus Primal slowly nods before asking, what it was Dinobot is trying to say.

"I'm saying that while despite this world's population growth is different from the original, it is still the same Earth." Dinobot issued off to make mention of the similar, yet different view on a planet that could call it: a Counter-Earth. "Surely YOU, must know what comes next if history plays along the course of what is destine to happen." He pointed off to confirm his suspicion in what this will lead up to.

"Hugh…" Optimus Primal lightly gasped in absorbing enough to put the pieces together. "You're Not Suggesting that…is it possible for even 'that' to be here?" He asked in not sure if that was a possibility or not, but…

"Hmmmm…the possibility seems high, but if Megatron has learn from the Golden Disc to find what is on THIS planet, then our future…may seem bleak." Dinobot firmly nods in stating with upmost seriousness about the manner they may face in due time of a future threat.

"Well…That's Just Prime?!" Optimus Primal signs to shake his head in feeling, that's just peachy swell…

* * *

 **ELSEWHERE ON THE MAXIMAL BASE**

We soon see Aelita & Lynxa opening a sealed hatch door, before walking into a dark room. The lights flickered on, there was only some storage stuff placed around for later use. But those here began to look around, trying to find anything out of the ordinary.

"So your saying that when William's body & mind were damaged, the only way to save him was to place his mind in a constructed Cybertronian tech body?" Lynxa asked in having heard much of the story about an old event that lead the Maximals saving William's life by placing him inside the body of a Transformer.

"Yes, we acquired the body that Jeremie's father mention that was to be used by HIGH-TECH. But there was something else, the experiment had a fatal flaw which almost made William hurt those he cared for." Aelita nodded to say while having explained the complication that followed through on that adventure.

"Well, I'm just curious to see it…you know, about a body that a human once shared & lived the life of a Transformer?" Lynxa stated in sounding very interested to meet that which would have been a human into a Transformer body.

"Last time something happened when it was stored away that I felt there was an outside presence. So ever since then…when we left it, we never came back to check." Aelita stated with some concern thought in having remembered that some unknown force spoke to her through the empty body shell when William's mind return to his proper body.

"Hugh…I see something?" Lynxa responded to notice something odd that looked like a body figure under a sheet.

"That must be where it is…Maximal X!?" Aelita stated in believing they have found what they were seeking.

Soon Aelita & Lynxa removed the sheet, some covered dust scattere that made the pink haired human girl cough. But afterwards, they gasped in what they found, & even Aelita couldn't believe it. A tall muscular silver metallic exoskeleton frame body. Wearing red and grey armor with a blue globe center piece in the chest plate, shoulder pads, vambraces, thighs, knee pads, and feet. The helmet had three horns forming an arrow shape, a blue cross-shaped glass on the middle of the face, & blue glass-like objects on the sides of its helmet. On the backside were two detached yellow wings that also shaped like navigation pointers when folded. From the metallic face figure was a silver mask guard, & the optic eyes were right at this moment off. To anyone, it seem like a bot that was in shutdown mode.

"This is…Maximal X…the body that William possessed?" Lynxa asked in being very astounded to see the body here, she seem fascinated to meet this bot for the first time.

"It is, but…it looks different? Maybe it's similar to what happen with Tarantulas?" Aelita commented off in noticing Maximal X's body has changed: a case similar when Tarantulas' became a Transmetal when his mind was separated. "His mind was not in the body, & the Quantum Surge changed it. Longrack explained how as long as the Transformer's mind functions, the Spark can be restored inside a hollow body." She explained how the activity worked that even a working body can function properly if a life force like the mind helps move the function joints.

"Sounds rather complicated to me?" Lynxa stated in never one to get such complicated science stuff. "Hey Aelita, do you think….maybe Maximal X here…has some data about William within it's mind?" She then asked a rather strange question right out of the blue.

"Why?" Aelita raised an eyebrow in finding the question, very strange.

"Well, you said that Longrack believed Tarantulas used a strong energy source to help restart his body while the mind was transfer & that helped restore his Spark, right?" Lynxa stated in what the Pred Scientist did that he could function in his body again & restored a Spark to that empty shell of a body's system. "So…what if you can do the same with Maximal X here? Use your powers of the Key to help out?" She insisted in thinking that Aelita might be the key to help give this body new life.

"But…I don't even know if I have such a power?" Aelita stated in feeling like such an attempt, it's a tall order to perform.

"The way I hear about it, you're the Key, & the evidence says that you maybe the child of Primus, the Creator of Transformer Life." Lynxa stated in recalling what Aelita was, & a pretty important person at that. "If that's true, then maybe your Creativity is something that if it can make stuff, why not a Spark?" She believed that maybe, Aelita has power to make Cybertronian Life as the Creator of Transformers did long ago.

"Maybe…we should ask the others if…" Aelita was still not very comfortable about this when…

"Aelita please…" Lynxa grasp Aelita's ahnds, looking like she was gonna beg now. "You may think this sounds weird, but…I think while I may mess with the guys, William…I think I kinda like him?" She lightly blushed when she finally revealed this sudden secret.

"What?" Aelita yelped in hearing this, a Transformer in love with…a human being?

"But…it would never work out, he's human, & I'm a Transformer. Our species would out live normal organics." Lynxa signed in admitting this fault about such a relationship would never work. "So, maybe I don't know, I thought I can try to get a bot that was almost like him as my date…Maybe I have a chance with a version like William as a bot, &…hugh, listen to me talk about such things, silly right?" She was openingly expressing herself to then stop in thinking, maybe it's only a silly dream in the end.

"Hmmm?" Aelita hums to herself, as she was thinking about what Lynxa said. " _Human & Transformer can't be together, then…if I'm related to the Transformers, then would Jeremie…?_" She spoke in her mind to ponder if such relationships were impossible, but then…is Aelita more Transformer then a real organic human being, "Lynxa, I'll help & see if what you believe I can do, really CAN happen." She spoke firmly in deciding to help a friend in need here with this challenge request.

"Aelita?" Lynxa felt touch that Aelita was gonna help her out.

"I just hope that if this works, we'll gain a new ally rather then another enemy? I just hope some parts of William's old electrical brain patterns can help configure a new identity?" Aelita muttered to herself in hoping very much, that if this works, Maximal X will be more a cooperative ally then an unstable enemy.

Then at that moment, Aelita approach the body of Maximal X to place her hand on it's chestplate. She soon lets off an angelic humming sound as her hands emitted a glow that slowly covered the entire Maximal X figure. After a few short moments pass, Aelita cease her action to step away with caution, as the glow began to fad as those here watch for any signs of what may come…& and did!

"Ugh…" Maximal X suddenly made a sound, as his optics began to flash to reveal their color: light blue.

"Hugh!?" Both Aelita & Lynxa yelped backwards, as if they just did something that could get them into trouble.

"Ohhh…Woooah!/CLASPpovhmm…" Maximal X suddenly lost his balance when it tried to stand up, & hit the floor hard. "Ugh…I guess floor panels made of metal would not be a comfy landing?" The way it spoke, it almost sounded like William Dumbar, but had a low tone of a more mature version when he stated this.

"His voice…it almost sounds like William?" Lynxa lightly gasped in thinking this bot sounded almost like William, but he wasn't the same in speech & persona.

"Anyway, are you hurt?" Aelita asked in sensing that somehow, the one speaking to them was someone new rather then the same person.

"Hugh?" "Who…are you?" Maximal X responded to say in noticing those before him, a human girl & a fembot.

"My name's Aelita, this is Lynxa, a Maximal just like you." Aelita introduced themselves to the bot here.

"A…Maximal? Is that…who I am?" Maximal X responded a bit puzzled & uncertain of himself. "Hugh, my body is made of hard stuff, so then…who am I?" He check to notice that he was indeed a bot, but then…what was he that he doesn't know his own name.

"Ugh…" Lynxa hesitated in being uncertain if they should address this guy as Maximal X or call him Maximal William due to other connected events: but this bot just didn't seem like he was either. "Well, when new bots come online, they choose a name for themselves that best describes who they are. I picked my name because of my Lynx Beast Mode. Check it! BEAST MODE!" She issued off to explain something to help lighten the subject about how one names themselves, & sometimes base on their Beast Mode.

Then without, Lynxa transforms into her Lynx Beast Mode while making an animal sound: the action surprised Maximal X because he was learning what he himself might be capable of doing.

"Woah, that's amazing? Can I do that?" Maximal X asked in thinking maybe he can do the same thing.

"I don't know if you…" Aelita was uncertain about this & for good reasons.

"BEAST MODE!" Maximal X called out to prepare to transform at this moment.

Suddenly without warning, Mazximal X made a loud bird screech cry as he transform from Robot Mode to his Beast Mode. To many that saw it, the bot transform into a metallic red raven bird with some golden feather features, golden talons & beak, & bright light blue color eyes. In some way of viewing it, it almost has the figure feature of a phoenix.

"Hugh….You…You Transformed?" Lynxa gasped in being surprised in what she saw, even Aelita was amazed.

"Is that what I did? Hugh, I wonder how I can change back?" Maximal X replied off while thinking in if he can change back.

Then without warning, Maximal X did a small transformation change in his Beast Mode state to suddenly reveal: his Vehicle Mode. It was a metallic red version raven bird with it's body more flat-line to form a stealth aircraft & lets off a blue stream wave while hovering or flying. Truly a remarkable figure form that can soar through the skies like a flaming crimson phoenix bird of sorts.

"Woah! This is different?" Maximal X commented in seeing this mode is not his Robot Mode, it's like a different form with his Beast Mode.

"Amazing! You have a Vehicle Mode too? I guess you really ARE a Transmetal." Lynxa exclaimed in more shock to see that this new Maximal has got the same perks as bots that are Transmetals.

"A Trans-What? How do I change back?" Maximal X replied off puzzled & confused, as he wondered if he can even change back.

"Just repeat after me…MAXIMIZE!" Lynxa issued to say while letting a lynx animal cry as she transforms into Robot Mode.

"M-M-MAXIMIZE!" Maximal X suddenly issued his activation code, & that allowed him to transform back into his Robot Mode from earlier: & he was taking in everything he did as if being astounded.

" _Unreal….when the others made Maximal X, they made it so that even without transforming, it could keep someone alive while repairing the body. But, now there is a Beast Mode & Vehicle Mode, did the Quantum Surge really change & evolve Maximal X's body to become a true Transformer? Then, would that mean the body was like a Blank, a Protoform without a Spark until….I came around?_" Aelita spoke these thoughts in her mind as if having studied the sudden change in Maximal X's body & how it was developed thanks to the merging of Cybertronian parts & the Quantum Surge's energy effect to mutate the super-structure.

"Woah, that was sudden? This all feels so new to me? How do I control it?" Maximal X stated in feeling like he wants to understand how he can do such things.

"Hmmm…" Lynxa heard this to ponder for a brief moment. "Ahhh…" Then something came across her mind about what was presented here. "I can probably help you out, in fact, maybe we can meet up with some other Maximals to have some fun. Are you interested?" She smiled slyly in thinking this was a perfect chance that they can help each other out.

"Hugh…well gee, I guess since I don't know what else there is to do, I suppose I can try?" Maximal X seem like he was clueless, but if someone can help him out, then he doesn't see the harm.

"Great, you'll be my company." Lynxa approach to grab the bot's hand. "Alright Aelita, it worked. See you later." She issued to say as she began to pull the lost new activated bot away.

"Wait, Lynxa…" Aelita tried to stop them, but the two bots had already left. "I'm glad your happy, but it seems like we maybe rushing things? I just hope things will be alright?" Aelita was feeling a bit concern about this, & hope that their event is not about to invite strange trouble.

* * *

 **HOURS LATER**

 **BELPOIS JUNKYARD**

Around the Belpois resident area, around the junkyard was the same dome bunker that helped kept some large amount of residents safe during the Planet Buster event. And now it was set up with much change that some folks almost didn't recognize it. Inside were setups filled with things one thinks was a carnival with booths, game booths, laser tag, food stalls, & more. And in certain door areas had signs for different events, including one for teens showing up in tuxedos & dresses for one event: their Prom Night. And as Mr. Belpois was working in accepting those coming in while giving them entry tickets, he saw his son Jeremie all dress up in a nice black tuxedo.

"Wow dad? There sure are a lot of folks showing up? We hardly ever get many folks to come down here?" Jeremie commented in looking at the crowds of folks wanting to enjoy themselves.

"You bet son, & don't worry, I got your email. You can use Chamber 29, it's a spare one that was setup, but I figure you might have….you-know-who, with you." Mr. Belpois issued off to mention this to his son while informing him about a location he & his 'certain' group of friends can go in through.

"Thanks dad, we'll go in through the back route to not get too many prying eyes." Jeremie replied off in thanking his father for the tip.

After saying farewell to his father, Jeremie ran off to where he was going while texting those on his device. Several minutes later, the boys were seen outside a steel door label '29' as Jeremie appeared to meet up with them. Pretty much just like with Odd, William & Ulrich wore the same watch devices that gave them a more human look & gave them tuxedo outfits for those going to prom.

"Man, these watches are amazing, covers up the marks & change from our everyday look?" Ulrich stated in noticing how much they look like their old selves & not appearing like human version Meta-Humans.

"Totally, we look like your everyday normal teens? I almost forgot what it was like." William commented in having nearly forgotten what it was like before they became Meta-Humans, to see their old normal faces, etc.

"So Jer., you gonna open the door before the ladies arrive?" Odd smiled off to ask this in awaiting for the guy to make the first move.

"I'm getting to it Odd, &…there!" Jeremie walked pass the guys before sliding a card in a slider that unlocked the door. "Now we wait for…" He was stating to say as he slowly opens the door when…

At that very moment, Jeremie never finished his sentence, & it was because…the girls were seen walking towards the boys. Pretty much they wore different dress for the occasion: Sissi wore a red pink-tan short dress, Yumi wore a black short dress with leg & arm stockings, & Aelita wore a violet & tan-pink style short skirt dress. And many were surprised to see Artemis who wore a light emerald short dress, but almost looked like a pre-teen girl with emerald color flowing hair & eyes: one could hardly call her a gynoid with such a human feature.

"Hey boys, glad you made it." Sissi smiled to comment in seeing the guys made it here after all.

"Looks like you secured us a way in, nice." Yumi smiled to compliment the boys getting their own private place to party without worry.

"So Artemis, how do you like your disguise?" Aelita smiled to help lead a now human version Artemis up for everyone to notice her new change.

"It's fascinating, so this counts as blending in with humans…it feels so real?" Artemis comments in having to observe her new so-called 'skin' & the feeling of her 'hair' to feel like they are almost like the real thing: even her dress she wore felt very real to experience.

"You hear that Jeremie, she likes your invention." Aelita smiled towards the boy in how Artemis likes what he made.

"Um, right…" Jeremie lightly blushed to look away from how pretty Aelita was with her happy smile matching her dress. "Cough, anyway, come on…" He cleared his throat to change the subject now.

Soon Jeremie opened the door for everyone as they entered & then found a light switch. Once the lights were on, the place was big enough to be considered an open space room. There were prom setups of balloons, lights, a table stand with food & drinks, a disco ball, & some unopened large crates in the corners by a large garage door slider.

"Sweet! We got a whole prom party chamber to ourselves." Odd smiled in seeing this whole place is all to themselves.

"You forget Odd, this here's gonna end up being one that no one outside here knows about." Ulrich pointed off to remind the guy that this is a private type of event that no one must know about their own secret.

"Right, so where are Cheetor & the other bots?" Yumi stated off to say while wondering where the bots that were gonna join them are.

"I sent them a message to hid in some delivered crates. They should be in them." Jeremie pointed off to explain as they looked around before spotting some big crate boxes. "Okay you guys, it's all clear. You can come out now." He issued to say as if giving a signal.

On that signal, the large wooden crates were seen wobbling before being busted down & from the five crates came 2 bots with a male & fembot tag-along. The first was Auroras & Aquarius, second was Larkshot & Zephyr-1, third was Mach Kick & Streamline, fourth was Cheetor with Volpex & Jackrabbit.

"Finally! I thought the coast would never be cleared!? It was tight squeeze in there." Jackrabbit protest in feeling like being stuck in a tight crate was the worse.

"That's because you joined us without warning, & our crate was not big enough to store three bots then two." Volpex protest in seeing it was Jackrabbit that made things uncomfy of a tight squeeze for them.

"Well, at least we're finally out. Right?" Cheetor smiled sheepishly to think about the positive side.

"Hugh, so this is what humans call a Prom? A shame it has to be a secret, my fans would love to meet me in person." Aquarius issued off to say in studying the area, & felt bad she couldn't get those she gotten as online fans to notice her real live appearance.

"Perhaps if the whole world did not suspect about real aliens among them, that might have been possible." Auroras stated off to claim how after the Quantum Surge, anyone might be suspicious of those portraying as aliens.

"Well in any case, lets just get this over with. We might have better things to do with our time." Zephyr-1 signed to mention this as if feeling not as thrilled about partaking in the acts of the young.

"Come now Zephyr-1, relax, too much stress won't do any of us any good." Larkshot smiled to try to lighten the fembot feeling so serious.

"Hey, where's Lynx? I thought she was coming too?" Mach Kick asked in noticing that someone was not around when they got out of the crates.

"That's right, & she even force Jackrabbit with Cheetor & Volpex. But why?" Streamline raised an eyebrow in finding this strange with other matters unsaid.

"Just a second, we're coming out." Lynxa issued off to say as her voice came from nearby.

Then from the last crate opened, there was Lynxa, but also one more surprise that caught everyone's attention. It was Maximal X, moving on his own as many who knew him stared in surprise & new folks just stared puzzled in who Lynxa brought along.

"Lynxa, is that…" William was stun when he saw the body of Maximal X, moving on it's own that was the shell body he once was in.

"It sure is William. He's my chosen date. Who better then a bot that has some of your characteristics." Lynxa smiled off to present a new friend that she wanted to surprise everyone with.

"So you're the other me…hugh, seems odd to meet myself?" Maximal X commented off in being intrigue to meet William, acting like an innocent & clueless character of his new persona.

"Ugh, like-wise?" William lightly responded in being surprised to see, this bot was like him, but not exactly.

"But how is this possible?" Jeremie asked in feeling so lost in how Maximal X has a life of his own, it should be impossible.

"It's…kind of a long story Jeremie?" Aelita shrug off to simply state how the story, is a long & tricky one at that.

"Well hey, as long as we're here, may as well have some fun, right?" Odd shrug off to simply say that they may as well enjoy themselves while hearing the story, etc.

Pretty much that settled the silent mood of what awkward moment was happening. And soon everyone decided to get ready to enjoy themselves while hearing the tale of how Maximal X came online, even William was intrigue to learn how such a possibly happened.

* * *

 **OUTSIDE THE BUNKER**

Meanwhile outside the bunker, Mr. Belpois was working hard in helping to give folks entry tickets so that anyone will know they are invited to return if they left for any reason. Then approaching the man was a familiar scientist of HIGH-TECH.

"Dr. Isaac? Hello there." Mr. Belpois smiled to greet Dr. Isaac Sumdac who came from out of the bunker to see him.

"Please Mr. Belpois, no need to be formal, so how is everything going?" Dr. Isaac Sumdac humbly spoke in wishing the man be himself around him.

"Great, all the children & families are having a good time, & the students are enjoying their prom event." Mr. Belpois smiled in stating how business was going to let in everyone having a good time.

"Yes, I'm very glad to hear that, I was a bit worried when my own children force me to let them enjoy themselves." Dr. Isaac Sumdac nervously responded in how he felt concern because his own family was partaking that he was force into this.

"Hey, my son & his friends are having fun, maybe they'll bump into each other." Mr. Belpois smiled in thinking of a positive view of their kids bumping into one another.

"I doubt it, my family is a bit…shall we say, different from yours?" Dr. Isaac Sumdac shrug off his shoulders in almost having doubt about such possibilities.

While Mr. Belpois was curious, a sudden loud hover plane engine was heard before it landed several meters away from the bunker. And after landing, the back hatch doors opened, revealing a certain uniform armored squad coming out of it & each arm with gear & weaponry.

"What the….the Elite Guard Here!?" Mr. Belpois yelped in seeing these armored guys showing up out of nowhere.

"What Is The MEANING Of This!?" Dr. Isaac Sumdac shouted in protesting against what these men were doing.

"We're sorry sir, but one of our networks just reported in. An unknown energy source was detected here." The leading Elite Guard issued to report what their findings have revealed.

"Unknwon? Well this place is drawing up a lot of power, it might be using those Energon Cubes that's interfacing with…." Mr. Belpois stated off to say while trying to make a believable story about the unknown energy they are using that these guys are under the wrong thought.

"No, this source did not come from a machine, it came from an outside source. And….it's moving." The Elite Guard leader issued to mention this as an important fact about an unknown moving energy source.

"Moving? Now hold up, you're not insinuating that…" Dr. Isaac Sumdac responded as if thinking these guys are saying what he thinks they are saying.

"I am sir, we're gonna get our people in. Cause believe it or not…" The Elite Guard leader issued off to state this before pausing a brief moment. "Something is mix with the crowds, it's either Alien…or a Meta-Human." He firmly issued to say in what the cause was, & it's something that is NOT a normal human being.

That caused both Dr. Isaac Sumdac & Mr. Belpois to become worried as these guys force themselves through: now the place that was suppose to help folks be at ease, is about to take a turn.

* * *

 **BACK WITH JEREMIE'S GROUP**

The scene opens where the others were currently doing their own thing. Pretty much the Maximals were each trying to enjoy themselves with a little Beast Mode action that takes the word 'party animal' to a new view. Between racing around, flying, or showing off Vehicle Mode, it was as if witnessing live animals to metal version animals getting down on the dance floor. The other human children were just enjoying some dance motion of their own. And the one to most impress was Maximal X who watch how the others perform to try to follow or improvise, he was starting to get use to those he hung out with.

"So this guy is like me, but not me after you somehow brought him online?" William spoke to discuss about Maximal William to the other human kids in how they were filled in on the details.

"Yes, & it was my first time, but I think just trying it once…& think I grasped something?" Aelita stated off to say in having something discovered about what her hidden ability might be.

"You grasped what Aelita?" Sissi raised an eyebrow to ask in what her friend was getting at.

"Another ability I didn't think I have, that maybe I have the power to give….Life to Transformers?" Aelita was somewhat hesitated to believe that her hr greatest power might be…creating Transformers.

"Woah, that sounds crazy! You might as well be a goddess if you can create life." Odd exclaimed in thinking that make Aelita someone who's very popular.

"But didn't you say that some parts of William's thoughts of his brain were inside the body, & that helped you bring him online?" Yumi raised an eyebrow to further question about how Aelita was even able to pull off such a stunt because of that addition to the math.

"Yes, & when we checked, it seems he now has something that the original Maximal X never came equip with…a chamber for a Transformers' Spark." Aelita stated to bring up another matter that would amaze everyone that she gave what the man-made Cybertronian body of Maximal X gain that not many advance tech could produce: a Spark of Life to say the least…

"This is one amazing discovery after the next, I wonder how Optimus & the rest might…" Jeremie was about to say in praising Aelita when…

"Shh! Quiet, someone is knocking on the door." Zephyr-1 hushed everyone when her kin sense of alert kicked in.

That caused everyone to stop & look worried, the Maximals hid themselves to be out of sight. But then before the human children could open the other door, it was force open & who should come in…then the younger human children the gang knows including the Maximals that have been around.

"What, Hiroki, what are you & the others doing…" Yumi yelped in not understanding why her little brother & friends came here.

"Sis, you gotta go! There's those armored guys checking all over." Hiroki issued to alert his sister & friends of trouble happening.

"They're using a scanning device to determine if anyone is a Meta-Human or an Alien." Milly explained about what those searching everyone having a good time if any were not normal people.

"And while you all look fine, I don't think it can fool that device they have." Johnny stated in concern that those guys may have something to expose the 'Meta-Humans In Disguise' here.

"We'll try to lure them away, so hurry…" Tamiya insisted that they don't want anyone here to get caught, so they will act as a diversion.

The young kids ran off to try to buy those here some time, leaving Jeremie's group & the youthful Maximals in a tight pinch of a dilemma.

"Great, things were just getting good & now we have to cut our time short." Aquarius complained in seeing that just as they were having fun, the party was stopped suddenly by an unexpected interruption.

"I suppose all good things come to an end, rather sudden this one maybe." Auroras shrug off to ease the fembot in knowing how upset she is right now.

"Do we have to go so soon, I was just about to try & hoof it on the dance floor?" Mach Kick complained in feeling like this was just getting good.

"I bet you were just dying to say that while you transform into a horse, weren't you?" Streamline crack a smile in knowing what the horse Maximal was going for there; a funny horse pun type joke.

"A shame that our first time experiencing this prom event, had to be cut so short?" Larkshot signed to shrug off lightly in having already accepted the facts of life for their situation.

"We have to get out, but if anyone sees us in Robot or Beast Mode, it'll look suspicious?" Zephyr-1 firmly stated in knowing how the normal humans would react if they saw them.

"We're caught between a rock & hard place, what now?" Jackrabbit asked in not sure how they will get out of this tight spot they landed themselves in.

"Well somebody better have an answer, if we start causing a ruckus, it won't end well for our side." Volpex remarked off remotely in knowing if they stick around too long, it will only be that much more difficult in trying to getaway.

"Great, the first time I bring a bot I'm starting to like, this happens?" Lynxa groans in feeling this was just peachy.

"Really, who's that?" Maximal X asked in having missed the topic of the subject.

"Ahh…" Lynxa she lightly blushed in not wanting to say it right now with the bot looking at her so closely.

"Well in any case, I'll try to contact the Maximals. We'll need a quick way out before we get spotted & sent off to who knows where?" Jeremie issued to say in what he'll do to help them out by calling in some backup.

The others nodded before they had to get ready while Jeremie makes the call on a com-link device: looks like their fun was about to be cut short. Talk about a real bummer of a bad timing…

* * *

 **MEANWHILE**

 **AT THE MAXIMAL BASE**

The scene opens within the Command Center in the Maximal Base. Right now many bots were doing other routine patrols, took time off to either train or relax inside the base. Rattrap was seen laying back in his console chair, doing nothing but kicking back.

"Ehhhh….finally some peace & quiet." Rattrap signed with relief in feeling so glad to relax now. "Heh, after the ruckus from before, this is just what this rotten needs." Rattrap issued to say in being glad after what he went through, some time to relax is what this metal rat needs.

"Beep-Beep!/Incoming Message! Identified – Jeremie Belpois." Sentinel's voice was heard interrupting the moment with an urgent message that came in.

"Ehhh, so much for peace & quiet?" Rattrap signed in seeing who was calling at just when he was enjoying the peace & quiet time. "Eh Yo Jer, what's the hubba?" He activated the com-link to speak directly to Jeremie.

"Rattrap! Is anyone there? Please answer!" Jeremie's voice was heard & it was sounding desperate.

"Ugh?" Rattrap was about to respond, but then Optimus was nearby as he approach the spot.

"Jeremie, is everything alright?" Optimus Primal spoke up as he approach to ask what was happening.

"We have a problem, there's some Elite Guards snooping around. Cheetor, the other bots & cadets are here with us. We need a Warp Gate ready at coordinates 0015." Jeremie's voice issued off to report this as much about what they need on their side.

"Understood, we'll be ready to bring you in. We're on Standby." Optimus issued to say this in letting the boy know, they will be ready to bring those in.

"Okay, thanks…/Beep…" Jeremie's voice replied off before the signal on the com-link went off.

"Something must have happened? Was there another Meta-Human in the area?" Longrack stated in guessing what the cause of the problem related to.

"Maybe, or maybe they might have devices to detect us, they already know that we're not organic life." Rhinox pondered another guess if there was a device to detect Cybertronian metallic or energy frequency.

"Brother, the moment we take our eyes of those kids, they get into trouble?" Rattrap signed in feeling like the human children & the youthful bots aboard always gets into trouble some how. "So ah, does this mean our break is over?" Rattrap asked sarcastically in knowing what the obvious answer was gonna be.

"For now, lets worry how to make sure everyone, human & bot, gets back here before they are discovered." Optimus Primal proclaimed in knowing that they need to get everyone back before anyone learns what they are dealing with.

The others in the Command Center each nodded before they began to quickly get moving. Optimus Primal left to be prepared by the Trans Warp Gate device, hoping that what comes…will be more friend then the opposite.

* * *

 **BACK AT THE JUNKYARD**

The scene opens to where outside the bunker, Chamber '29' had it's door open before we see Jeremie peaking out to make sure the coast was clear. Some of the armor guys split into small groups passed by for a brief moment, & after a few seconds, it seem like no one else was coming….

"Coast is clear, come on, lets hurry!" Jeremie issued in giving the 'A-Okay' to the others as they slip outside.

"So where is Coordinates 0015?" Jackrabbit asked in being curious about where they are going.

"It's right by an abandon shed we only use to put away reusable spare parts." Jeremie pointed off in where such coordinates are located at.

"How else to you think we managed to get the right parts for the Mountain Crawler." William stated that they had some parts for the first Mountain Crawler Dune Buggy from a storage of reusable parts.

"We can discuss that later, lets get going." Yumi issued to say that they have to hurry before they are caught.

"Odd, you cover the rear." Ulrich stated in giving Odd a task to do.

"Why do I have to cover the rear?" Odd raised an eyebrow in finding this out just now.

"Because your scrawny figure makes you less likely to be seen." Sissi remarked off that if anyone saw the last person behind them, Odd's skinny figure would hardly be noticeable.

"How many times I gotta say it…" Odd complained out in feeling his frustration level rising from being teased. "I'm SVEEEEELTE!" He closed his eyes as he yelled this out while being lost in anger much to the others yelping reaction.

"Hey, what was that noise?" Someone nearby was heard speaking.

"It came from somewhere close?" Another male's voice was heard asking the same question.

"Search the area!" The third male voice was stricter, giving the order that caused those nearby to yelp.

"It would seem they heard you?" Artemis commented in Odd having shouted too loudly that those they were sneaking away from, heard him complain.

"Quickly, everyone follow us!" Aelita instructed those that they need to hurry on out of here.

Everyone began to run with the Maximals sticking close to them & not being so much in the light from the nightlight stands. Odd was covering the rear while not paying much attention to what's going on in the front.

"Man, why is it that we never get to have encounters that can actually produce good results? Always running away from trouble when you turn your eyes away for a moment and then…" Odd was in the middle of complaining that he wasn't watching his front to pay attention to his surroundings and then…. "Guuaygh!?" Then without warning, Odd bumped into something that came from around the corner, splitting him off from the others before registering who he bumped across.

And for the first time ever, Odd was at a lose for words, what he bump into was not something, it was some-ONE! A tall teenage black skin girl with dark brown hair with two red color hair lengths on the side, and brown color eyes. She wears a dark grey short-sleeve shirt with dark brown-violet line patterns on the front, a tan orange-red skirt with green, yellow & purple lines making a square pattern, underneath were black pants, black shoes, wore a black neck bane, & black wrist rings with one on the left & two on the right. She seem to be in the same a grade above Odd, but she had a tomboy approach to her.

"Ugh…" Odd was staring with wide eyes & almost gaping mouth because he bumped into a strange black girl he's never meant; until now.

"Um, sorry…about that? Guess I wasn't paying attention, here, let me help you up." The black girl noticed Odd to help him up, much to the guy blushing from being so close to this girl.

"Um, okay?" Odd responded a bit awkward before trying to rebalance himself. "Um, can I ask, who you are?" He literally went off to ask who the black girl's name was.

"Usually when asking for one's name, you give your own. Right?" The black girl remarked with a sly smile in countering that question.

"Ri-right…Odd…Odd Della Robbia." Odd sheepishly introduced himself while trying to act cool.

"Nice to meet you Odd. I'm Samantha Knight. But, you can call me Sam." The black girl introduced herself for Odd to get to know her better. "I guess you're here for any school's prom event?" She issued off in noticing Odd's little getup of a tuxedo.

"Well, I was….but plans changed…" Odd looked away to sadly sign in how such events of enjoyment changed. "Especially since I never actually found a girl to invite? So I came with friends, & maybe thought…I sneak off to find someone?" He honestly spoke while blushing a little bit as he tries to hid it from being seen.

"Really, gosh that's too bad." Sam stated in feeling like that's a bummer to miss out before having gotten to enjoy the big moment.

"Well, I'm use to it, my life is pretty much exciting that any normal girl might not be into a guy like me."

"An exciting life hugh, I'm interested? What's it like? Cause for me, it's skateboarding, do you do any of that…go to dangerous places to skate?" Sam asked in sounding really interested as she leans her head near Odd's right side; which made him lightly yelp from how this black girl was so close to him.

"Ugh, well your half right & not half off, but…" Odd sheepishly tried to keep his composure when being face to face with this girl; his heart was beating, almost about to spill the beans when…

"Hey! The signal's growing stronger here!?" A voice was heard that caused the two of them to yelp & see some armored guys on the move towards them.

"Oh boy?" Odd yelped in seeing who showed up, talk about rotten timing as usual in his line of work. "Ugh, sorry to cut this conversation short, it's been great meeting you. If you wanna look me up, I'm friends with a guy who's dad works here & is close to some HIGH-TECH big shot! Bye!" He quickly was talking fast to wrap things up while trying to leave an impress for Sam to think of him.

"Wha-wha…" Sam yelped in seeing Odd was just ending their conversation that short, but why.

Suddenly when Sam reached for Odd, she missed grabbing him. But the black girl did grab something slightly that was unseen, but it slip through her grasp cause she was surprised while Odd ran further ahead.

"Hugh…?" Sam reacted to look at her open hand as she open & close it; as if determining something while the Elite Guards small 3 man cell stop near her.

"That kid ran off, & the signal's still going strong his direction." One of the Elite Guards stated in what they were receiving from the device they held.

"Hurry, he might be a Meta-Human!" Another Elite Guard enforced the others that they must hurry after a suspect.

Now the Elite Guard quickly went off to follow after Odd's trail before they would lose him. But Sam had overheard much to start thinking about what happened, & what she may have experienced.

"A Meta-Human…" Sam stated as she studied her hand, as if figuring something out in what she held which was not there. "Weird, I think I touch something, It almost felt like….an invisible tail?" She did not know that when she grabbed Odd, she grabbed a small edge of his invisible cat-like tail invisible to everyone. "Hmmmm…Odd Della Robbia….you certainly are odd alright? But I think, you interest me?" Sam stated with a little smile in thinking that there was something about the odd boy, that she found….very intriguing.

Meanwhile, the gang was seen running from the bunker to go further into the junkyard . But as everyone was solely focused on reaching their destination for a Warp Gate escape route, someone took notice of a missing absence.

"Um, this may sound odd?" Maximal X spoke out in noticing something odd here.

"How odd?" Sissi asked in what the bot was even referring about.

"Well that's it? Isn't it Odd who was suppose to be behind us?" Maximal X stated off in having to mix a sentence with a phrase meaning something behind them.

"As in odd being our Odd?" Ulrich responded off to say as he & the rest stop to check the rear.

"Where is he?" Yumi asked in seeing that Odd was nowhere in sight.

"We knew we said cover the rear, but not being THAT far behind?" Mach Kick exclaimed that they did not mean for Odd to cover the whole rear & be left behind them.

"Great, so now someone's gonna have to go back & cover our rear while retrieving who was suppose to cover the rear in the first place?" Volpex signed in annoyance in what they are dealing with was utterly ridiculous.

"Woah! Look out!" Lynxa yelped as they took cover behind some junk rumble as some Elite Guards from the front were running towards their spot before stopping.

"It's more of those guys, this is more then a few?" Aquarius exclaimed in seeing that this was starting to get bad.

"Now where do we go?" Jackrabbit asked in seeing they need another way to get by without being seen.

"Hey you…Over here!" A female voice was heard, but it did not come from anyone else here.

"Hugh?" Jeremie looked to the side corner, & saw a waving hand.

"Quickly before they spot you." The same unknown female voice was stating for those to quickly get behind the corner for cover as quickly as they can.

"Can we trust whoever that voice was? The moment they see live alien robots, they'll flip out?" Auroras raised an optic eyebrow in thinking in the end, someone will freak out from seeing the Maximals appearance.

"Well we got no choice, it's either THAT or the Alternative!" Cheetor proclaimed in seeing they have two choices, trust a stranger or be caught by the Elite Guard pursuing them.

Seeing there were not many choices left open, the group quickly went to hid in the open corner and just in the nick of time. The Elite Guards did not notice where the gang were hiding, & went off without checking the area to examine anything suspicious. Jeremie, his group & the Maximals signed with relief…

"Thanks for trusting us to come here." A girl's voice was heard again, allowing everyone to recall they were helped…by someone.

Soon the gang noticed someone leaning near a pile of stack cars behind the shadows before coming into the light from a street lamp nearby. The first notice looked like a little dark-skinned girl with red hair tied into long pigtails, & maroon color eyes. Her bangs parted from the left with two white & silver hair clips holding them in place. She wears a long-sleeved dress in white with a silver stripe that goes up to her neck & stops above the knees, white socks, & silver boots with white wedges. She appeared to be no more then a 12 year old girl.

The second one near was an older dark-skinned teenage girl who looked like the first one. Only difference was she has short red pigtails, & her eyes are light blue. Her dress & socks are longer & have some attributes of some tech style. Her bangs parted from the left with two orange & white hair clips holding them in place. She wears a long-sleeved dress in orange with a white stripe that goes up to her neck & stops above the knees, white socks, & orange boots with white wedges. She appears to be close to a 15 year old girl.

"Um, sure but…are you alright?" Jeremie asked in feeling a bit hesitant to question the savior here.

"Why wouldn't we be?" The dark teen girl replied back in not showing any strange reaction while being calm:.

"Um, because you just helped us, & have you seen what these guys are?" William pointed off to state what this girl did & even went as far to aid Alien Robots of their group.

"Oh, them…" The dark teen girl responded as if not panicking. "Yeah, those alien machine guys that were said on the news. Heard they were dangerous, but from where I'm standing, they don't seem dangerous if you're helping them?" She smiled as if not being afraid, rather she smiled the whole time while giving an answer.

Everyone was sort of taken back, there was a human who for some reason, did not feel caution or concerns in seeing a Transformer. To many others, the reaction would be a bit more of the understatement. Yet the dark skin teen girl showed she was curious, excitable, & looking ready to be adventurous.

"Sis, are they okay?" The small dark girl spoke with a quiet, but shy tone in her voice.

"Oh sure, come on out & say hi." The older dark skin girl stated before having everyone focus on them. "My name's Sari, this is my little sister Sora." She introduced herself first before kneeling down to introduce the little dark girl with her who seem shy, quiet, and a little different compared to the older sister.

"Well, nice to meet you too. Wish it could have been under different circumstances." Cheetor smiled in trying to be friendly towards those that helped them out; if only the situation was a bit better.

"Yeah, cause now those Elite Guards somehow found out we're here?" Mach Kick stated in knowing who they have to be worried for; humans trying to find aliens like the Transformers.

"We're sorry…" Sora bow her head to apologize.

"Why are you apologizing?" Zephyr-1 raised an eyebrow in finding this apology odd.

"Because my sister…well, she…overloaded the ticket display when she didn't have enough to get me a prize." Sora explained the cause manner of what she was speaking.

"Overloaded, how?" Jackrabbit asked in being stump in what she heard.

"Hugh, well…since you all seem to be hanging with alien bots…may as well show you." Sari signed in guessing if they are gonna trust one another, best to be more open.

Then what Sari & Sora did shock everyone because their hands suddenly revealed lines before the skin layers…split: revealing machine parts while exhibiting sparks. Then it was over, they cease the action while everyone absorbed what they saw.

"Were those…" Aelita was about to say, but was cut off…

"Analyzing complete. They are not ordinary humans…I'm detecting readouts that suggest their bodies were mutated from the Quantum Surge." Artemis responded in having to theorize what Sari & Sora were: Meta-Humans who have had their bodies change & now exhibit machine-like functions.

"You mean…they're Meta-Humans…with robotic features?" Aquarius asked in surprise to not believe it, unlike the Lyoko Warriors & other types of Meta-Humans, these dark skin girls display abilities of technology.

"So that's it, you must have caused a strange energy reaction that had those guys learn something was here." Zephyr-1 stated in understanding that the Elite Guard came due to these girls have used their abilities carelessly.

"Be it Meta-Human or us, if we stay too long, they'll get either one of us." Larkshot stated that they can't be caught despite those armor guys doing their job.

"Do you girls have anyone that can help you while we try to getaway?" Streamline asked in not wanting to abandon those that were helping them out.

"We came here with our dad. He's always protect us." Sora stated with a shy response about who has helped them out.

"Well lets hurry & reach where we need to be & then we'll fgure out how to get your father." Volpex shrug off to simply state the obvious means to deal with one problem before the next.

Everyone was in much agreement before sneaking around the junkyard, avoiding more Elite Guard to reach their destination by an old storage shed. Jeremie finally managed to get in contact with the base, & that allowed a Warp Gate to appear before everyone.

"Woah!?" Sari & Sora were both amazed in seeing what appeared; it was amazing.

"Next stop…back to the Axelon!" Jeremie issued off in seeing this was their ticket to getting themselves out of danger.

"Thanks for helping us, do you think you'll find your father?" Aelita smiled to thank their new friends for helping them out.

"Oh I'm sure he's around. After all, he's…" Sari smiled to state this about who their father was when…..

"Sari…Sora!" Another voice was heard, & then entering from another corner was… "Hugh!?" None other then Professor Isaac Sumdac, as he stared at those here & the warp gate.

"Dad!/Daddy!" Sari & Sora responded in addressing the man as…their father.

"Professor Sumdac!?" Jeremie yelped in recognizing the professor his father is friends with.

"What the…why, aren't you our father's son? And…" Professor Isaac Sumdac was completely lost when he saw Jeremie before his eyes turn towards other things. "What is all this…what…" He was so lost, seeing the Maximals & some kind of Warp Gate before him.

"Guys! Time to bail!" Odd's voice was heard as everyone saw him running on all fours. "They're bringing out the BIG GUNS!" He yelled this out as to alert of who was coming, & with what.

"Oh my, Sari…Sora…we must leave at once!" Dr. Isaac Sumdac yelped in thinking the Elite Guard were near, as he ran up to get his daughters.

"Sis, they're almost all over, what now?" Sora stated with worry in seeing the Elite Guards showing from around the other corners; they won't escape & they will be seen upon when they are close enough.

"FIRE!" An Elite Guard issued the order as many of the armor guards prepared their weapons.

"Sorry daddy! But…" Sari stated in looking terrible in what she is gonna do. "HOLD ON!" She stated as she grabbed her father's hand when he approach the daughters.

"What in the…?" Professor Sumdac yelped as Sari pulled him with all her strength.

Sari grabbed her little sister Soara, & they along with the father, leaped into the Warp Gate. Jeremie's group & the Maximals didn't have time to acknowledge this as they did the same thing with Odd going in last. TheWarp Gate disappeared as the Elite Guards fired shots missed; leaving them baffled to see the targets escaped by some strange type of travel. Then without warning, we see the other side of the Warp Gate closed as everyone was on the ground, slowly getting up. And who should greet them then the Axelon Crew who saw the human children, the youthful Maximals &…the Sumdac Family that were new to everything.

"Oh my…" Professor Isaac Sumdac yelped in seeing more alien robots right in front of him.

"Um, hi Optimus…we…can explain everything? At least…I hope?" Jeremie

"Well…this is just…Prime." Optimus Primal signs to shake his head in seeing this will be a new thing to be added on to this weird day.

* * *

 **ONE HOUR LATER…**

After much discussion has pass, we find many of those inside the Command Center, where much about the events that occurred have been told. And pretty much some new guest are also caught up to know about the Maximals here.

"Well now, I hope your satisfied? You went off to have fun, & instead brought in new problems to the table?" Dive-Bomb remotely stated in sounding like an old grump about the youths of the children & bots that went off, came back & brought new faces after getting away from being caught by the Elite Guard.

"Well, nice to see a friendly face…even a grumpy one." Odd smiled off to try to look at the positive side of things here; even by humoring their situation.

"Incredible! In all my years I've never seen such a thing? An alien race of some advance technological machine?" Professor Sumdac exclaimed in being amazed by meeting the Transformer race before him.

"Yes, we're a race called Transformers: we are known as Maximals." Longrack issued off to inform the good professor of what they are called & what they are known to be.

"And pretty much our enemy, the Predacons, are those that are definitely NOT what you call…Friendly Aliens." Mach Kick issued off to remark a fact about Predacons, were bots that are not exactly those you wanna meet.

"Hmmm, to think…this once empty husk, is now moving with a free will of it's own? Grugrugrugruaaah….Interesting?" Dinobot was seen studying Maximal X in noticing that the bot that was just a spare body, has change on the outside & even more so, change to have free will was…fascinating to say the least.

"Heh, yeah, who have thought we see old Maximal X moving about again, & this time not with somebody else's mind to run around like a crazy lune." Rattrap remarked off to lightly joke about the last time they saw Maximal X up and about.

"I'm sorry, I force Aelita to help me get a date because…well, the guy I was gonna ask already got one." Lynxa apologized in knowing this was mostly her fault due to her own action.

"Really, who?" William asked in never knowing who Lynxa was referring to.

"Um…" Lynxa paused in knowing she can't mention William's name. "Well lets just say that while I may not have gotten the guy in question, I got the bot I always dreamed he be." She simply stated in seeing that Maximal X turn out to be the bot she feels like she can get around to being with.

"That's a little puzzling?" Sissi raised an eyebrow in thinking that statement had some few holes in it.

"Well in any case, we could give you the station of being a Cadet among our crew. If you're up for it." Optimus Primal proclaimed in focusing towards Maximal X in seeing they'll make him a Cadet member of the crew since he had no other function experience like other bots & was just starting out.

"Well I maybe new, but…I guess that function sounds alright for a beginner like me." Maximal X shrug off to simply say in believing that area sounded best for a new bot to work in.

"So ugh, what'cha gonna start off doing first now that your part of the crew, Mr. Maximal X?" Rattrap lightly smirk off to hear what the new bot is gonna do to help out.

"Um, well…I was told that new bots that come online, can decide what their names should be base of their form & character." Maximal X issued off to try to think this through while he maybe slow on the update, he wants something in the end. "And while the body was called Maximal X, it doesn't feel much like who I am?" He stated in knowing what he is, but not what he 'actually' wants to be that is his own.

"Well do you wanna be called Maximal William instead?" Jackrabbit raised an eyebrow in thinking if that was where the bot was going with.

"Probably not, that was when William's mind was in that body." Cheetor shook his head to contemplate about such an issue.

"Well there must be something that you can think about that fits you?" Auroras ponders to think in what good name suits the new functioning bot.

"Agreed, with your basic thinking, lets just hope you don't end up like some even more scrappy-er piece of metal you salvage." Aquarius proclaimed in thinking that if this new bot is not careful, he may end up with more damages to end up in the scrap yard.

"Salvage…Hugh?" Maximal X repeated those words before slowly thinking this carefully. "I like it, Salvage…maybe that can be my name." He stated in believing he's come up with a name for himself.

"Ye mean ta tell us that you rather end up with a name that refers to you being once a piece of scrap metal that was salvage together?" Volpex raised an eyebrow in remarking that having such a name might strike as others making fun of the bot.

"Well, I was…& now I guess I'm more then before. So my name is my own, I'm Salvage!" The now formerly named Maximal X issued in what to called himself as Salvage proclaimed.

"Well, I think it's a good name. And if it builds character, then so be it." Larkshot shrug off in stating that he doesn't mind, their new Maximal comrade has found his own identity.

"Right, well come on Salvage, we may not have enjoyed much, but we can still enjoy some time around here." Lynxa smiled to say as she took the new bot by the arm to help pull him with her.

"Well if you say so, then I guess I'm in." Salvage replied off with an unsure puzzled face, but was flexible non-the-less to partake.

"Say dad, can we go with our new friends to tour the base?" Sari asked her father if the dark skin girls can tour around this place.

"Can we daddy, please?" Sora clap her hands in also wishing to partake as well.

"Hmmm…I suppose so, after all…a friend who has looked out for another friend of mine, is another friend I think we all can enjoy being near." Professor Sumdac thought about this for a brief moment before having come to a conclusion with a smile. "Especially since if the one before me, helped risk his life to save our world. You & your Maximals have done much, & I hope to help prove to the world, that not all aliens are a threat to our way of life." He issued in having seen it to believe it, the truth that Optimus was the one who helped save their world from the Planet Buster that was once the fake moon over their world.

"Thank you, I know it won't be easy, but we appreciate the thought." Optimus Primal smile to nod in appreciating the thought.

"If you can follow us, we can give you the tour." Yumi stated to their new friends in showing them around.

"Yeah, just make sure you don't fire in the base, Odd learn that mistake once already." Ulrich remarked off with a smile to bring up a funny event that once happened.

"Hey Odd, you ready?" Jeremie asked in noticing that Odd seem to be drifting off into space with his mind unfocused.

"Hugh, oh…sure…Hey Jer, do you think these watch things will keep our normal look whenever we go out?" Odd return to Earth to respond while asking a rather odd question.

"Well yeah Odd, as long as we're careful. Why?" Jeremie replied back to say while raising an eyebrow to that question.

"Oh, just thinking about future plans is all." Odd shrug off to simply say as if; he had something on the mind he wanted to do.

"So what's it like seeking out adventure & going wherever you want to go?" Sari asked in sounding excited to be working alongside those helping these Alien Transformers.

"Well…it's not always easy. But why do you ask?" Aelita shrug off to say while asking why Sari was interested.

"My sister & I don't have many friends, we been home school by our dad for as long as we can remember." Sora pointed off in having mention this fact about they don't have many other folks to be friends with; so they been taught by their father then going to regular schools.

"Well, I suppose in some way of saying it, you now have us now." Artemis exclaimed to say while trying to have her human holographic form display a smile.

Soon the children began to take Sari & Sora to explore the base while getting to know another. At the same time, Professor Sumdac was being shown in how to work their console & devices by Longrack in thinking having another smart human around may be helpful in times of need.

"Hmmm…Optimus. We need to tell you something." Rhinox hums a bit with a serious tone in his voice of concern.

"What is it Rhinox?" Optimus Primal responded, sensing there was something important to be discussed here.

"When we were scanning the new humans to be apart of the system for Sentinel to recognize, we discovered something." Rhinox explained something while sounding serious as it involved the Sumdac family. "Apparently their Meta-Human gene is mutated, but the technology & machine doesn't match this planet's tech or the other aliens. The only match we found: was Cybertronian." Rhinox pointed out on a nearby display showing the hologram frame of Sari & Sora in stating a discovery within them.

"Are you certain?" Optimus Primal raised an eyebrow if Rhinox was certain of this.

"Dive-Bomb & Longrack helped me confirm it, these two of Professor Sumdac are indeed Techno-Organic. But the question involving how they came to be a new Transformer species is a mystery." Rhinox shook his head in finding the mystery of how humans can be turn into Transformers escaped one's foggiest mind: it's truly as if a new species was uncovered & they have no explanation for it.

"Hmmm…so they're a case like Aelita, a species that are different from Transformers." Optimus hums to himself in seeing the Sumdac daughters are just like the Aelita, a Transformer species unlike any other. "Well, whatever they are, the important thing is that we treat them as one of our own." Optimus reconfirms the issue that no matter what, they treat those here as one of their own. "Maybe you can have Professor Sumdac help study the Alien Disc.?" He stated in requesting that Rhinox has the good professor aid in figuring out the Alien Disc.

"Alright, he seems to know enough that he may help us figure out the mystery." Rhinox nodded his head in thinking that's not a bad idea.

"That & much more my old friend." Optimus Primal nodded his head slowly to agree as Rhinox was going to talk to the professor. "Much more…indeed." He firmly stated to himself while looking out on the open ceiling hatch: as if reconfiguring his thoughts.

To Optimus Primal, he's learning many new things on this world. The changes & new discoveries, question now remains…what else will they encounter: will it be something good…or something dangerous. As the scene began to fad out, only time will tell on what events will effect the continuous of the Beast Wars…

* * *

 **NOTES:** The Imagine Inducer Watch is an object used in the X-Men Evolution series (mostly used by Nightcrawler to retain a human form.).

Maximal X's return & new origin profile will allow him to play a role as a member of the Maximals group. One can picture his existence & actions are likely relating to William Clone from Code Lyoko. (Especially a good point since in Season One of my story, William WAS Maximal X, & now a replica persona will exist in the body).

Samantha Knight is a character from Code Lyoko series (And was Odd's love interest that the two had a close romantic relationship)

Sari Sumdac is a character from Transformers Animated Series (In this universe version, she appears in her upgraded teenage form)

A new OC character, Sora Sumdac, is an OC I made in picturing if Sari had a little sister that was just like her 1st un-upgraded version (but with a different personality). If the Transformers Animated series ever continued into more seasons, I would picture a little sister that looks like Sari, but acts differently: yet the two would share a sisterly bond.

*And now, here's a NEW introduction profile for the OC I introduced & gave him a new change.

VISION-KING

 **Name: Salvage**

 **Function: Maximal**

 **Transmutation: Transmetal**

 **Robot Mode:** A tall muscular silver metallic exoskeleton frame body. Wearing red and grey armor with a blue globe center piece in the chest plate, shoulder pads, vambraces, thighs, knee pads, and feet. The helmet had three horns forming an arrow shape, a blue cross-shaped glass on the middle of the face, & blue glass-like objects on the sides of its helmet. On the backside were two detached yellow wings that also shaped like navigation pointers when folded. From the metallic face figure was a silver mask guard, & the optic eyes were apparently light blue.

 **Beast Mode:** A metallic red raven bird with some golden feather features, golden talons & beak, & bright light blue color eyes. In some way of viewing it, it almost has the figure feature of a phoenix. **Vehicle Mode:** A metallic red version raven bird with it's body more flat-line to form a stealth aircraft & lets off a blue stream wave while hovering or flying.

 **Arsenal:** Displays blades mounted on his wrist called Feather Wrist Blades used for close combat. Gathers energy to fire a beam from the chest called Central Chest Beam that deals heavy damage on distance targets. Carries arrow-head shape guns he calls Gazer Blasters which fire off small rapid fire beams against large number targets.

 **Bio:** Once known as Robot X design by HIGH-TECH for a military program, but after being reconfigured with Cybertronian ingenuity to become Maximal X. The purpose was to provide a body that could hold William Dunbar's mind while his body recovered due to an incident where the mind would not survive a serious operation. But William had a hard time adjusting with a program trying to have him attack targets including his friends, & was almost used by the Predacons to defeat the Maximals. After the settlement was over, William's mind was transfer back into his body to leave Maximal X an empty shell that was stored away in the Axelon Ship.

After the events with the Quantum Surge, due to the strange nature of Maximal X's construction was also affected to change into a Transmetal. But during the event when Aelita & Lynxa came to find the body, they soon experimented to give life to the body with the power of the Key which triggered old memory data leftover inside to give the hollow Maximal X a Spark. After coming online to find some sense of self, he becomes a new member of the Axelon crew as a fresh new Cadet. He may be slow & a sometimes display a dim-witted behavior, but he's got a good heart which is something Lynxa saw to like him a lot.

 **Note:** I made a new change to give this bot a Transmetal new look. His body is based on Globemon from Digimon Universe: Appli Monsters series. Also while Salvage is a name for different bots in the Transformers world, there was not one in Beast Wars, so, I used it for a good theme: & salvage in making a new version of Maximal X (an OC Version of Autobot X) fit into the story.

Alright, we finally finished this chapter, hope many enjoyed what they saw. Next chapter, something big is happening that an 'alien' event takes place. And that Tigatron & Airazor are in the middle of it when they get caught by an unnatural plant. Once more, Rhinox defends the Maximal Base when Megatron attacks with plans to steal back the Alien Disc. And without warning, Tarantulas announces himself to no longer be apart of Megatron's crew, but instead uses them for his own sinister agenda. Just what is gonna happen that it all takes place right where some Maximals were taken, a battle between Transformers…or a sudden surprise by some Alien Invaders!? Stay tune to find out…


	9. Chapter 09: Other Visits - Part 1

Alright folks, here's the next chapter by the VISION-KING. Sorry for the long wait, been busy working on a lot of stuff. So for now….Better get ready, cause it's gonna hold some pretty heavy stuff we were expecting to happen. But lets just roll along & see how things are gonna go in this fanfic universe, shall we…

* * *

 **Chapter 09: Other Visits – Part 1**

 **AT THIS MOMENT IN TIME...**

Suddenly the screen opens to reveal a beeping blue screen that was vibrating as if trying to get a signal connection. Then a digital square outline began to form on a screen top before a file folder appeared in Cybertronian letters. A mouse arrow was tapping on certain patterns while the Maximal symbol appeared as a digital icon nearby. Something of a slide file on the top right side appeared as the arrow mouse pad went to click on a symbol shape like…a disc. That's when everything began to with track while the Maximal icon tilted downwards as the camera zooms as everything went dark.

Then something appeared in the open blackness, a familiar island paradise. Upon zooming to the center, was a familiar tower with a crystal pyramid with an eye symbol. The line pattern for the pyramid, arrow corners & the center eye were highlighted white. It was soon taken off the item to display when the entire picture went black with only the highlights remaining to form a symbol.

Then two more images appeared on the bottom left & top right corners. The bottom left revealed an image of the Standing Stones & the top right revealed the alien summons alter. On the bottom right corner reveal the images of the Alien Golden Disc as it spun around. Upon redirecting the angle, different symbols were found on the two locations. A highlight image from the Standing Stones was crescent shape which a tower was place in the center & single waves sent outwards as if acting as a signel. The other image revealing the Alien Plaza that brought about the Bio-Dome had highlight image of a downward triangle & a black spheres extended from a slightly larger black sphere in the center. From enough analyzing work, all 3 symbols were reveal to match perfectly on the five symbols of the Alien Disc. The only two symbols no one has come across were a two split sythe shape key with a triangle top & four mini black dots below, & lastly one almost shape like a black tower-like figure.

"Mrrruaarrrgh!?" As the camera angle backs away, we find Dinobot in Beast Mode looking at the console monitor on what studies they determine they learned.

"Hmmm?" Rhinox narrow his eyes in being curious in what they have learn thus far. "Stop!" Suddenly he ordered to stop things which surprised anyone around to hear. "Map known alien sites & relation to our position?" He asked this off to learn about the exact location of the alien sights that were found in different areas.

Now a digital map was shown before placing each of the alien sites symbol icons there while the data was coming in as Cybertronian words & numbers. Then a yellow line pattern form at the sites & a red one lined up as to where the Maximals are located: forming a triangle piece.

"Hmmm?" Rhinox hums in being intrigue by this even more.

"Hmmm…a definite pattern!?" Dinobot taps his fingers together to scratch his chin, noticing there is a pattern that can't be a mere coincidence.

"One we can use to find more of these things!?" Rhinox firmly believed that with this intel, they can find out more unknown alien objects & relics left on the planet. "If any still exist on this planet?" He raised an eyebrow to question if any alien items exist: especially after what happen that change the planet.

"Better for us if they DON'T!" Dinobot protest out loudly while they reviewed the data & gave his upset remark on the matter. "We were fortunate to survive the Aliens Last Visit!" He lectured about how after the last time the Aliens came, they almost destroyed this planet to get ride of the Transformers that intruded.

"That was only due to what the Predacons did to cause a mess in the first place." Dive-Bomb came with Longrack as he stated in knowing that the enemy was the ones responsible for the mess.

"From what the records show, the past two sites became triggered by Predacons hostile attempts." Longrack stated in what the records say, both times a Predacon attacked or caused a destruction on an Alien site.

"Even still, THEY were the ones that wanted to destroy all of us!" Dinobot remarked that because of the Aliens, they wanna destroy every single one of them.

"Scan by Grid to Maximum Range?" Rhinox narrow his eyes to ask the system for a quick update on this.

"Hmmmm?" Dinobot lets off a low growl as he turns around to approach the center console table.

" _Probable Location Of Alien Construct – Complete._ " Sentinel's voice was heard stating this as Rhinox ran the program & Dinobot had the center table console display a hologram of the planet.

"HRrughhmmm! Tracking these ruins is a Waste of TIME!" Dinobot snapped off in getting impatient here. "Megatron is the Greater Threat!" He issued to say as Rhinox came near him as Dinobot believed they must focus on Megatron then on old alien relic structures.

"Do you not always proclaim how much a threat he is?" Artemis appeared nearby to also recall how Dinobot has always made that call.

"Yes, but this time is no different." Dinobot remarked to state how true that fact really is.

"Giving him back the Golden Disc. didn't help out." Rhinox stated to remind Dinobot on the part in allowing the enemy to claim the Cybertron Golden Disc. set them back to allow the Preds a new hold on things.

"Hmmmmm….I had my reasons as I've told Optimus?" Dinobot lets off a low growl as he clutch his hands to state how he told Optimus Primal all he knew that could change the balance of power.

"Hmmm…sometimes Optimus trust too much?" Rhinox hums seriously in thinking that their commander has too much trust in a lot of those be it friend or foe.

"Yes, sometimes a good heart can be fooled around." Dive-Bomb signed to shake his head, knowing Optimus is sometimes too much a good hearted bot.

"But he has made judgements with a steady & focus mind, has he not?" Artemis stated in recalling how Optimus performs good commands & judgements.

" _Alien Signature – Detected!_ " Suddenly Sentinel's voice was heard from some beeps as those by the center console table were given some good news; they found something. " _Location – Grid Ziga._ " The system showed a red digital triangle flashing on a holographic frame of the planet where the alien signature can be found.

"Slag!" Rhinox clutch his fist to curse in hearing the news report on where the location was at. "Tigatron & Airazor were heading for that grid." He explained that two of their comrades were already heading to that area without knowing what to exactly find.

"Ever since the Planet Buster's destruction, we spread our forces very thin to cover the planet. But to think they would be near a remaining alien site?" Longrack stated the logical matter that they have thin their forces to explore the planet to learn anything along with searching for other Stasis Pods that fell onto the world after the Planet Buster event.

"Nrrruagh! We must Contact them at ONCE!" Dinobot snarled off to move away to clutch his hands in seeing they must alert those in the area without delay. "If they trigger any Alien Defenses…" He knew that the last alien structure encounters, they triggered unknown defenses that almost got the Maximals. "Hmmmm…?" Dinobot was tapping on a nearby console that had the Alien Disc. floating, but the monitor screen gave out static. "Guuuagh! Are Com Channels are BLOCKED!?" He protest with anger that their communication is blocked off; they cannot alert their comrades of the unknown danger.

"Hmmm…Megatron has built another Jamming Station!?" Rhinox mutters with an upset tone; knowing the Preds were likely behind this to disable any Maximal communication as possible.

"And not only that, but any use of the Warp Gate won't function so long as that station functions. We had some evidence when taking down others our comrades have done in over the week." Dive-Bomb explained that the Jamming Stations place by the Preds will keep any of them from using the Warp Gate to travel quicker to the area location faster.

"Grrrr…." Dinobot lets off a low growl in being annoyed that the enemy is trying to sabotage them, without communication, they will fall apart.

"Beep!/Rhinox to all Field Units!" Rhinox press a button as he spoke to anyone listening in on the active line that wasn't jammed.

But pretty much there was static & radio frequencies, stating that no one was able to hear anything even those close to where Tigatron & Airazor are at.

"It's no use, as long as that Jamming Station is active, all communications won't get through." Longrack tried to access the com links, but they are getting interference.

"So what do we do now?" Artemis asked in what they do from here.

"I'll tell you what we do! Rattrap & I will Destroy that station!" Dinobot proclaimed this fact as he was seen preparing to head out while Rhinox was trying to contact anyone. "Contact Leo & Override's group to sent any spare troops to aid us." He gave another order in mentioning the names of certain Maximals to aid request other troops in the joint task mission that must be completed. "RAArrughh!" Dinobot lets off a raptor roar as he transform from Beast Mode to Robot Mode. "Nrrruaarrhhh…" He lets off a low upset snarl as he was seen taking the hatch elevator.

Rhinox & the others watched Dinobot as he got into the hatch elevator that took him downwards. While the Ex-Pred does his thing to help the situation, Rhinox is still worried of what new troubles await of another alien structure encounter, & the others felt the same feeling.

"Oh my, did we come at a bad time?" Then entering from the hallway was Professor Sumdac & his daughters: Sara and Sora.

"Our apology Professor Sumdac, we know you offered to help us study this Alien Disc. in layouts of places & culture which you have many questions for after learning what has been happening to your planet…" Longrack apologized in advance in knowing this human scientist wants to help them after learning they are good other worlders.

"Yes, I'm certain. But I'm a man of Robotics, not a historian? But since my daughters know their education from what I quiz them on, they helped fill in the blanks." Professor Sumdac stated to mention this while believing his daughters might help in an area he doesn't have much work in.

"Yeah, but who would have thought Stonehenge was a REAL Alien site? Not to mention old legends were closely base on other alien visitors." Sara stated top sarcastically smile in just thinking how crazy such stuff even sounds.

"We studied what alien symbols there were, & figured out a meaning to them. The 1st symbol represented Brigadoon." Soara mentions this in what they've learn & a name of an unknown place.

"That was the flying island in the sky with that triangle eye icon." Sora pointed out in having mention the topic for those to follow. "Next up was the 2nd symbol representing the Standing Stones, AKA Stonehenge." She pointed off in having to mention this next fact of an alien site & it's hidden name.

"You even told us that the 3rd symbol related to the Bio-Dome, which it represented the Planet Buster that Rattrap named out of nowhere during the spot." Artemis stated in what they later learn about the 3rd alien symbol & it's name of meaning.

"So, what about the other symbols?" Rhinox asked in wanting to know what the last two symbols on the Alien Disc. represent.

"We're not sure, we know that one symbol on the record marked for trap. So it's not of that manner or even marked on the disc." Sara stated to mention this much out on not knowing as much & brought up a different topic to clarify things.

"But the 4th symbol shape like some key, seems to represent something of a meaning…It's a little rough but two words seem to almost match it's style….Metal….Hunter!?" Sora slowly mentioned this as she tried to clarify what out of the 5 symbols, only one seems to state what it means.

"I'm already getting a bad feeling about it already." Dive-Bomb signed in feeling like this will only bring more trouble to them with such a name.

"Well my daughters have done their studies…at least, most of the time…" Professor Sumdac shrug off to lightly comment about his daughters studies, but sometimes…he believes they skip out on lessons to have fun.

"For now lets just hope everyone is doing better, even Jeremie & his friends are helping us to solve the mystery. Lets just hope nothing unexpected happens" Longrack commented off to say this with a serious expression as everyone in the room nodded their heads in agreement.

* * *

 **ELSEWHERE**

 **TARANTULAS' LAIR!**

The scene opens to a dark cavern area, were someone was heard humming. And then near an Energon web, something dropped down in Beast Mode: it was Tarantulas.

"Almost done." Tarantulas exclaimed in seeing he's almost finished with making this new Energon Web; just gotta fill in another open spot. "Course, I would have done it faster with a little HELP!? But they're all TOO Busy with Megatron's scheme!?" He made a remark comment about needing help with things, but all the other Predacons are aiding Megatron in his own scheme, etc. "Even that VILE…" He was about to continue to curse off someone when…

"Beep-Beep-Beep!/ _Alien Energy Matrix – Detected!_ " Suddenly by the six monitors nearby, a male voice gave an alert & showed a strange alien symbol.

"Hmmm…at last!?" Tarantulas hums with intrigue in hearing this news that perk his interest. "Geh-Heheehh-Hahahahah-Aahhhh!?" He lets off a creepy eerie laugh as he crawls down from his Energon Web; putting it off to approach his screen console device. "Hmmm…Deh I knew some trace of my Prey would be left?" He taps some buttons after remarking to address the Aliens as his prey: even after the Quantum Surge occurred due to the Alien's Planet Buster's destruction, they are still around.

Then he leaps away from his console to land further away: before transforming from Beast Mode to Vehicle Mode. "VROoommvhhmmm…" And just like that, Tarantulas drives off leaving a dust cloud behind; he's off to reach the location of a new alien source.

* * *

 **MEANWHILE**

 **IN PRED HQ**

The scene begins to open around molten lava before we spot some metallic structure: there was some activity going on where Blackarachnia was in Robot Mode by a beeping monitor station. And kicking nearby were Scylla, Venomess and Toxica putting some setups together.

"Urrgh…Monitor Duty Again!?" Blackarachnia was head complaining as she was putting her legs on the monitor to pass the boredom of this gig. "Being loyal to Megatron sure is boring." She was kicking back to say: unaware that Megatron was above & nearby to have overheard.

"Grrr…." Megatron lets off a low growl with gritted teeth; not amuse by that sarcastic remark.

"Tell me about it, if there were any males here, we could dump the work on them." Toxica rolled her optics in feeling like if the other guys were here, she could just 'persuade' them to work this stuff for them.

"I know the feeling, and yet we're stuck putting this base together." Scylla shrug off her arms in commenting that they gotta work to fix this place up, it's a real chore.

"Well it's not like anything is gonna happen very…" Blackarachnia was about to make a sly remark here when…. "Ohhh…" Blackarachnia suddenly noticed something on a vid monitor. "Looks like old Gruesome has Finally surface?" She got herself up right in noticing a black & white image showing Tarantulas in Vehicle Mode driving off somewhere.

"Do you mean Tarantulas?" Venomess asked from stopping what she & the others were doing to ponder this topic.

"Who else? The guy's a real gruesome in my book." Blackarachnia remarked in knowing that Tarantulas is pretty much a gruesome creep after what happen when the planet almost got destroyed.

"WHERE!" Megatron's voice was heard from nearby.

"Huuugh?" Blackarachnia yelped to turn around with an unpleasant expression: Megatron was here, just peachy if he overheard her earlier remark.

"Poowfrussssshhmm…" Megatron activated his back hover jets as he lifts off to prepare to come down from above.

"The Royalty asked you a Question!" Then Inferno was seen in Robot Mode to turn the she-spider to face him in demanding she respond to their leader's questioning. "Answer!" He gazed down to force the she-spider bot to answer without delay.

"Relax, give her a moment to answer." Venomess spoke with ease in trying to get the guy to not be so overbearing on a fembot.

"Well according to this of where he's at….it's in Grid Baxar. And moving fast too?" Blackarachnia responded as Megatron landed to join those by the monitor station in what Tarantulas was up to & in a hurry.

"Megatorn to Tarantulas! Reply At Once!" Megatron leans over the she-spider to sternly order for Tarantulas to respond to him of what he was doing.

As the system awaited for a response, there was nothing. Everyone saw on the monitor that Tarantulas was driving off without stopping or even replying.

"Oh my! Is the com system not connected that he didn't hear us?" Toxica replied off in thinking if the com links were malfunctioning.

"Oh please…I just finished & my smug fingers are proof." Scylla waved off a hand to state the system was working fine.

"Then it pretty much means he can hear us, but he doesn't care to reply back." Blackarachnia shrug off to mention the truthful fact here: course that answer, did not please someone else here.

"Grrr…BLAST!" Megatron growls before he cursed out loud to slam on the console system. "That Scheming Spider! AGAIN He Defines Me!" He was getting tired of Tarantulas always going against his orders & commands: it's like he doesn't know who's in charge.

"Say the WORD My Queen, & he shall Buuuurrrnn!" Inferno plead to do Megatron proud by making Tarantulas suffer: he smiles to await such orders.

"Not just yet." Megatron calmly responded in deciding that for the moment, he wants to see what Tarantulas is up to. "And for the LAST TIME…STOP CALING ME THAT!?" Now Megatron got angrily annoyed that Inferno still refers to him as queen, it's getting old.

"As you command my…" Inferno was humbly bowing to say but… "CLENCH!/GUuuaaagh-Uuuaaagh!? Coough-Uuuugh!?" But Megatron's Tail-Grappler weapon clutch the bot's neck to silence him from finishing the sentence with a 'queen' at the end: he never learns despite being loyal.

Scylla, Venomess and Toxica let off silent chuckles at the funny scene before stopping from the stern expression by Megatron.

"Stay on him Blackarachnia." Megatron firmly orders Blackarachnia in what she needs to do in tailing the treacherous spider. "And scan that Entire Grid. Let's see what he's in such a hurry to get too? Ye-e-s-s-s?" As he gave the order, the she-spider quickly was trying to tap the console for any info on what Tarantulas was doing.

* * *

 **ELSEWHERE**

 **WHERE TIGATRON & AIRAZOR ARE AT….?**

The scene opens up to a wide dry dirt land where there were some mountains around. And coming onto the scene was a strange pollen flower seed with a pink fuzzy top as the wind was carrying it around. Then arriving on the scene, was Tigatron in Beast Mode.

"Hrrgrrhmm…" Tigatron stops himself, as he was seen sniffing the plat life that appeared before him. "Plant Life!...The first I've detected since the Alien Attack? A sign that not all things have perished." He exclaimed that as he has been busy in exploring other regions of the planet, plant life seem very few after the Planet Buster event. "We Must Find It!" He proclaimed that with this new evidence, they must find the source of life.

"Hmmm?" Airazor flaps nearby to catch up to the tiger while noticing the plant pod hovering in the air.

"What do you see?" Tigatron called up to hear what the one in the air ahs to report.

"Something up ahead. Wanna check it out?" Airazor stated in what she could determine from a far view.

"Very well then, follow my lead." Tigatron stated to say while requesting Airazor to follow behind him.

"Sure thing…" Airazor replied off in agreement.

Tigatron & Airazor continue to head off towards the source of where there is plant life: as they see more floating pods in the air. Whatever they find may be something important…

* * *

 **AT THIS TIME**

 **AT A FARTHER AREA**

The scene opens around a dry canyon area where we spot Silverbolt, Air Hammer and Zephyr-1 in Beast Mode & Optimus Primal in Vehicle Mode as they flew through the air. Optimus tap his chest plate as static noises were heard to be their communication line.

"Optimus to Cheetor. Have you found them yet?" Optimus spoke in requesting to know of any updates.

"Trustrustrusvhmmm…" A lot of static interference was heard as the scene changes to where Cheetor in Vehicle Mode was flying in a cloudy skies above a mountain area. And with him was Odd riding his Over-Board, Aeltia using her Angel Wings, and Yumi riding her Over-Wing with Jeremie as an additional passenger.

"I can hardly hear yah Big Bot." Cheetor held up his left front paw to respond in having difficulty hearing his commander's voice. "Meg's is…Jamming the Entire Grid!" He tried to yell out the results of what he is reporting about their enemy cutting their communication in the area.

"We're also present, but we can hardly here with our own separate communication." Jeremie reported as the group follows the young cadet as their own party to aid the Maximals.

"Slag…" The scene returns to Optimus Primal's group as he cursed under his breath; the news was not good at all. "Rattrap, Dinobot & their praty haven't taken out the Jamming Station yet?" He stated in knowing unless those assign to take down the Pred's Jamming Station; they won't be able to use their communication for long distances in the area. "Maximum Burn!/POwfruvhmm…." He gave the order as his jets fired off to give him more speed.

With Optimus ahead, Silverbolt tries to catch up to the fast leader.

* * *

 **MEANWHILE**

 **TIGATRON & AIRAZOR'S CURRENT LOCATION…**

The scene opens to reveal Airazor was flying over some clouds to see much of a dry canyon. But during the flight, a deep crater valley was found as if untouched by the Planet Buster event that showed some green life. Airazor flies down into the strange valley where she meets up with Tigatron.

"I don't believe this? This canyon looks fresh?" Airazor exclaimed in noticing this entire valley beneath the open canyon; has much fresh life.

"Huuugh…By The Matrix!?" Tigatron gasped in being awed by such a sight before them.

From a nearby plant object, popped out umbrella shape things that reveal to be the plant spores as they were being carried off by the wind.

"Magnificent!" Tigatron praised this area for it has regain life even after the planet was scarred by the Planet Buster: the multiple explosions around the globe burn much greenery or so it was believed.

A nearby white flower suddenly opened it's petals to reveal it's center which had more spore seeds ready for when they detach: Tigatron approach to study it.

"Incredible. I've never seen a plant like this before?" Airazor flew overheard in commenting about the discovery of a new plant. "Better scan it." She stated in deciding to scan to see what she can determine.

Airazor was seen flying down closer to what seem like the largest plant in the entire canyon valley. After flapping mid way to the ground, Airazor transformed from Beast Mode to Robot Mode before landing. She studied the giant plant with curiosity. "Beep-beep, beep!?" She took out a device to be used to mark the area of a new find.

"Urrrarrughhh!" Tigatron noticed what Airazor was doing before letting a tiger roar as he transform from Beast Mode to Robot Mode.

Airazor was just finished with the scans & work on the pole device before noticing Tigatron approach beside her. Both were fascinated by the natural life they have discovered & were thinking back to before the Quantum Surge & the Planet Buster event of how things use to be as nature had.

"It's strange, but I'd forgotten what beauty this planet once offered." Tigatron praised to compliment the beauty they see here as he turn to look at Airazor with a smile.

"Oh…care to explain it there tiger?" Airazor made a sly smile to ponder what the bot was getting at: did he mean the planet's beauty, or something else…

"Ever since I came online, I've been fascinated by this world…the plant life…the creatures…even the human culture that thrive & evolve." Tigatron stated to mention this as means of what he has experienced up to this point in time. "But I've seen the ugliness of what war does to such peaceful things." He signed in recalling the tragedies war brings when they fight & destroy things.

"Like what happen to Snow Stalker…" Airazor looked down to recall the special friend Tigatron misses so very much.

"She and I were kindred spirits, we shared a bond when I first became active & took my Beast Mode." Tigatron proclaimed in remembering the day when he meant Snow Stalker, if she was not present, he never would assume a white tiger base Beast Mode to begin with and it even helped save his life. "I thought I didn't want to be apart of the war when I lost her…until you helped me out." He stated to say before smiling at the fembot here.

"Me? Come now, surely I'm not the only one?" Airazor

"Hahahah, true….Everyone has helped me recover…our Maximal allies…even the Human Children that will surely help bring change…" Tigatron lightly laughed off to comment this while going down a list of those he knows. "But looking back at it all, you have also been with me since the beginning, and even in light of our situation of war, we've become much closer, haven't we. Ever since the beginning." He stated in having mentioned more things, including something that sounded very deep.

"When we first meant and Optimus and the others found us." She stated in having remembered the time they meant Optimus and the Axelon Crew.

"Yes, we were strangers when trying to help recover the Golden Disc. Megatron stole, before our ship was damaged and we nearly lost our Sparks against another enemy aiding the Predacons. Optimus saved us and we became apart of the crew. We owe them much for giving us a second chance." Tigatron explained the brief back story about their history, how faith has brought them to where they stand now. "It's funny how destiny has kept us together through it all, and I would not trade it for anything." He smiled to proclaim this as a sure sign, of not wanting Airazor to not be apart of his life.

Airazor suddenly felt a bit happy to hear such sweet words from Tigatron. As they have spent a lot of time together, they have suddenly started to form a nice relationship. As the bots smiled, they reach out their hands to hold the other. Airazor leans in close to hug Tigatron's arm, as if being so happy to be with the bot & the same could be said for the tiger bot. But while such a happy moment was going on, plant vines were slithering on the ground just as it seems the bot couple were about to kiss when…

"Nuuaugh!" Airazor yelped as she was wrapping around her legs & upwards.

"Huuugh!?" Tigatron also gasped for the same vines wer going upwards from his legs too. "Grrraaurrghh!?" He let off a growling roar in struggling against what was restraining him.

"Urrgh…UAaaaughh!?" Airazor was seen struggling as the vines were restraining her chest plate & arms. "Tiga-tron…aaaahhh!?" She tries to stretch out her left hand for Tigatron to grab.

"RRRAARrrrrghh!?" Tigatron was seen trying to struggle to grab Airazor's hand…

"AAAAaughhh!?" But then Airazor made a loud yelp cry as she was pulled outwards by the vines. "Topvhmmm…/AAAaugh!?" Then another vine latch around the waist area that made the fembot yelp as she was soon being lifted upwards.

"GRrraa….Air-Razor!?" Tigatron tries to call out with his struggling voice & raised hand. "Gehh...EErrh!?/Topvhmm…/Ugh..Aahh…" But his arms were restrain & another vine grasp his waist side as well. "GRAA-Grugrugraarrghh!?" He lets off a tiger's low growl as he was struggling as the bots were lifted upwards by the vines.

"Nooouuuaaahhhh!?" Airazor cried out as she was struggling against what was happening as they were lifted high above the giant plant.

"Urgh…Wherever we go…Ugh…?" Tigatron was speaking out as he struggled to reach his hand to the fembot. "My Spark…Will…find YOURS!" He proclaimed this to Airazor that no matter what, he will find the fembot wherever she is.

"Augh, Augh…Augh…And Mine…YOURS!" Airazor struggled to reply with the same words as she tried to reach out to Tigatron.

"AAaugh!/GRrrraarhh!" Airazor & Tigatron let off a yelp cry as their hands finally grasp another tightly. "AAAaahhhh!/GRRRAAaaahhhh!" But suddenly as they screamed out, they were emitting a blue energy force. "GRRAAAAGHHH!/AAAAAAHHH!" Tigatron & Airazor let off even louder screams as something was happening to them.

* * *

 **ABOVE IN SPACE!?**

"FRUUSsvhhmmm…" Without any warning, a strange blue energy beam was shooting down with a yellow energy center: as it headed right for the planet. "Poowwfruvhmmm…" The strange energy beam made contact with the canyon's valley center flower. And it had enveloped both a restrain Tigatron & Airazor as they were motionless within the strange energy structure. Then arriving on the scene, was none other then Cheetor followed by Odd, Jeremie & Aelita.

"Noooooo!" Cheetor cried out in having bear witness a great horror as he steady himself before the imprisoned Tigatron & Airazor.

"POWfruvhmm…/BRiisisvhmm…" Odd quickly fired his Cross Bow shot, but the major impact was absorbed. "What the Heck is this thing? It absorb my strongest attack like it was pudding!?" Odd protest in

"Let me try…AAahhh…" Aelita flew near the energy pillar, as she was focusing to try to cause a change and free their friends when… "TRrisiisvhhmmmm…/AAAhhhh!?" The pink haired girl yelped as the alien energy cause her to ache and lose control of maintaining her flight to drop.

"Aelita!?" Jeremie reacted to reach over Odd's Over-Board to grab Aelita's hand.

"WOoohhhh…Jeerrrr…." Odd yelped to hold onto Jeremie as he held his friend holding Aelita, but the extra weight brought them down a bit from the shifting balance.

With only the Maximal cadet left, Cheetor wasted no time as he tried to fly around the energy pillar. But during the moment, the vines restraining the Maximals vanished while Tigatron & Airazor's bodies emitted a brighter glow as they were drifting upwards in the beam. "Topsvhm-Topsvhm…TRIISsvhhmm…/GRROOWwwwhhh!" Cheetor tried to press his paws against the energy pillar, but got repelled back by the energy.

"Oh No! SHIELD!" Odd yelped in seeing Cheetor flung at them, as he held one arm to project a shield barrier to brace for impact.

"BASHFruvhmmm…" When Cheetor was flung back by the force he bash against Odd's shield to knock him and the other two children down to the ground. And at the same time, Cheetor was transforming from Vehicle Mode to Robot Mode as he land his landing.

"Trisis…Trissivhmm…" But the young cadet struggled against the energy his body was enduring, as he struggled to push himself up while gazing at what was happening before him. "NOOOOo-AAAHHHH-OOoooooooohh-AAaahhhhhhh!" Cheetor held up his arms as he let loose a long 'no' cry at what was occurring that was taking away his fellow comrades.

Those on the ground watch helplessly in the horror that happened. Soon the energy pillar vanished from the sight of the giant plant, & with it…Tigatron & Airazor.

* * *

 **EARLIER**

 **IN SPACE…?**

The scene shifts to something disturbing in space, as the fabric structure was rippled to reveal an energy blob with extended threads came out as if apart of the warp. And from that very same strange entity, it revealed the same energy beam that was shot downwards to the planet.

"By The Pit!?" Megatron's voice was heard as we see he was viewing the scene on his tech sphere that displayed the strange events in space. "An Alien Signal?" He proclaimed in noticing what was occurring, & knew it involved the mysterious aliens. "Ahhh…So That's what Tarantulas is after?" Megatron waved a left hand out to rub his chin to ponder that things are making sense: Tarantulas has gone after the alien source.

"Aliens…?" Toxica raised an eyebrow in having heard this subject for a first time.

"Basically, they are the ones that nearly destroyed this planet because we were intruding. Like it's our fault." Scylla shrug off to state about a mysterious Alien beings that once tried to blow up this world cause they were on it.

"Technically it would be, given our recent acts." Venomess signed to shake her head in knowing they do tend to cause trouble.

"Beep-beep…" Nearby, Blackarachnia was watching a monitor on a hover platform to notice a yellow Predacon icon heading towards the deep canyon valley: but it was not the only one.

"I got a read on Tarantulas…And it looks like here's there at the new alien site…" Blackarachnia stated in having located Tarantulas' signal that he was near the alien signal spot. "And so is a Maximal!" She issued off that Tarantulas' signal was heading towards a red Maximal icon on the digital map.

* * *

 **MEANWHILE**

 **BACK AT THE ALIEN VALLEY SITE?**

The scene reopens to what had just occurred moments ago. Jeremie & Odd were helping to allow Aelita moment to rest, apparently the girl's contact with alien energy still causes her problems, but that wasn't the biggest concern. The children saw Cheetor kneel with much sorrow at the giant plant that was the last spot where Tigatron & Airazor were before an alien beam came down & took them away. There was nothing else left here but a heavy emptiness of losing comrades.

"How you feeling Aelita?" Jeremie asked if Aelita who suffered a weird reaction to the alien energy was okay.

"Ugh, a little dizzy, but I think I'm good. My body didn't have that much of a painful reaction like before…" Aelita shook her head to lightly respond, she remembers that when she touch alien constructs it hurt her, but why was now a bit different: was it because of her Meta-Human factor in the equation.

"Well…we maybe fine physically, but mentally…" Odd lightly pointed something out that would bring down the mood a bit; as everyone saw Cheetor still mopping.

"They're gone….We could have warn them…" Cheetor exclaimed to moan over the lost of those he cared for. "If that Stinkin' Megatron hadn't Jammed Us, we could've…" He was so upset that he cursed over what Megatron & the Preds have done that they lost some friends when…

"Teheh-Hahah-Aaahh…" Then an eerie familiar creepy laughter was heard from behind….

"Hugh!?" Cheetor gasped as he stood up to turn around to see Tarantulas on a rock & had some strange silver long rang rifle blaster.

"Well You Didn't!" Tarantulas remarked off Cheetor's protest in wishing to warn his allies: all of it was in vain.

"POwwssfruvhmmm…/TRrisssvhmm…./GUuuagghh!" Then Tarantulas fired a blue sphere shot from his weapon that impacted Cheetor as he yelped & fell backwards as a blue surge of energy paralyzed him until it faded.

"Cheetor!" Jeremie called out in seeing the Maximal cadet in trouble.

"Don't think I forgot you…/Powfruvhmm…" Tarantulas turn his focus to the Human Children where he fired a shot that expanded into an Energon Web Net.

"Guuuagh!?" The children yelped as a large Energon Net had press them down on the ground. "Trizizivhmmm…./AAaaaahhhh!?" Jeremie, Odd and Aelita let off yelp cries from what was happening to them before losing consciousness.

We see that Cheetor struggled to lift himself up, but lost out that he soon fell unconscious…Even Jeremie's group had passed out while being underneath an Energy Web…

"Welcome Back…." Tarantulas looked up to the sky as if having said this to….aliens, as if having expected they would return…?

* * *

 **BACK AT THE PRED BASE**

The scene shows Blackarachnia typing on the monitor screen: trying to determine Tarantulas' location & what is happening at the time.

"Huuugh?" Blackarachnia made an 'awe' sound in what caught her attention. "So much for the Maximal?" She turn around to shrug off her shoulders; stating the Maximal signal has suddenly gone off when Tarantulas showed up.

"Hmmm…I wonder? He must have activated the alien site?" Megatron hums to himself as he studied his tech sphere that showed the alien bio-structure in space: guessing what the current situation was about. "I…have been careless?" He motioned about how careless he's been about things that have happened: about the aliens & Tarantulas' actions related to it.

"Who, you…never…" Toxica

"I'm…picking up More Maximals heading for that position?" Blackarachnia looked at her monitor screen to report more Maximals approaching the same area as Tarantulas. "Do we…'help' Tarantulas?" She shrug off her left pincer in asking their leader if they help a Predacon on the spot or not.

Megatron began to smile in suddenly having some new insight on things & learning about Tarantulas' about to encounter more of their enemies.

"Royalty!" Then Inferno pops up behind Megatron without warning. "Waspinator & Quickstrike's unit report a Maximal Attack at Jamming Tower 3!?" He inform Megatron about one of their Jamming Towers was being targeted: most likely the one closest to the canyon valley where the alien site is located. "Shall I…Reinforce them?" Inferno asked in awaiting if he should aid those defending the Jamming Tower from being destroyed.

"No…" Megatron suddenly gave a firm rejection to the request to aid their troops encountering Maximal trouble.

"Hugh?" Inferno gasped, why would Megatron not wish for such a thing.

"So then…we're going after the alien site?" Venomess asked if they are doing the first thing involving the alien site.

"No…" Megatron also responded that they will not do that one either.

"Okay, you lost us?" Scylla raised an eyebrow in thinking something was a bit off.

"It's quite simple. With most of the Maximals in the field…" Megatron stated in collectively stating about how thin the Maximal force has been split up to deal with separate locations. "Follow in that many of their other comrades are scattered to deal with our own separate forces in search of more Stasis Pods…" He brought up another subject relating to how many in sheer numbers both sides are currently elsewhere with objectives. "And lastly considering the circumstances…" He stated in sounding serious about things; especially involving the alien activity. "It's Time we Retrieve the Alien Disc.!" He narrow his eyes to sternly proclaim that it's time to get back the other stolen disc. taken from him: one he knows that is in Maximal hands.

* * *

 **BACK AT THE ALIEN SITE**

The scene opens to where Tarantulas was using his buzz-blade blaster in trying to saw off some plant vines.

"Deh-Neh! Doh-Noooooo!" Suddenly Tarantulas yelped to react with high alert… "Neeeehhh Optimus Primal!?" He gasped in having detected the arriving appearance of the Maximal Commandeer was on his way here: that would be bad to encounter him here. "BEAST MODE!" He yelled this out as he transform from Robot Mode to Beast Mode before crawling out of sight.

Above in the air, Optimus Primal surf through the air with Silverbolt and Air Hammer and Zehpyr-1 flying behind him. Once they flew into the deep canyon valley, what they found left a shock…

"Optimus!" Zephyr-1 exclaiemd in seeing what has befallen Cheetor & the children.

"Cheetor!" Optimus Primal called out as he gasped in what he saw happened to the young cadet. "The children! Quickly, go free them!" He noticed the children in an Energon Net, and asked those to help free them.

"At once!" Air Hammer responded that he & Zehpyr-1 shall handle this.

Optimus Primal quickly transform from Vehicle Mode to Robot Mode as he landed on the ground. Optimus took something from behind his backside compartment & has it extend to make 'beeping' sounds; as the Maximal commander places the device on Cheetor's chest plate to act as an electric charger for bots. Silverbolt lands nearby in looking around the area, making sure no enemies were sighted. Air Hammer & Zephyr-1 worked to rip the Energon Web Net off Jeremie, Odd and Aelita.

"Are you children alright?" Zehpyr-1 asked in concern in seeing if anyone was injured.

"Hmmm…a little…" Aelita lightly groan to rub her forehead from recovering from what happened.

"Ugh…now I know how a FLY feels caught in a Spider's Web? That guy Tarantulas is as creepy as he is nasty, where is he?" Odd rubs the back of his head that ache while he complained.

"Don't worry, when we came there was no one. He might have fled when he detected us." Air Hammer assured the children that they were safe, the Predacon that attack may have fled when knowing he couldn't face all of them.

"What about Cheetor?" Jeremie asked in remembering Cheetor was also hurt.

"Ooowwww…" Cheetor was slowly coming around from the treatment, still sour from when Tarantulas attacked him. "Big Bot….Jer…the others?" He asked how their human allies were after losing conscious.

"They're fine Cheetor, it's you who needs repair work." Optimus Primal stated that the children were safe now.

"Ugh-huh!?" At that moment Cheetor struggled, but was still aching from when he took a nasty blow. "Urrrgh…Airazor…Tigatron…" He struggled to get up with no success as he called out to those not present.

"Where Are They Cheetor!?" Optimus Primal asked the young cadet where their Maximal comrades were: they are not around so he wants to know what happen.

"They were…Inside that Crazy Plant?" Cheetor narrow his eyes to firmly recall what happen to their comrades. "It…It sent them into space?" He stated with a firm frowning expression of what happen to Tigatron & Airazor, & where they went.

Optimus heard this to gaze upwards to the sky, as if hearing news that left him speechless. Whatever happened here, Tigatron & Airazor were caught in some kind of Alien Trap, & now…they were sent to who knows where.

* * *

 **MEANWHILE ELSEWHERE**

 **AT JAMMING TOWER 3!**

"Powfrvhmmm…POwfruvhmmm…" Elsewhere, blasting sounds were heard as green beams were fired upwards.

"Waaarrughhh!" Waspinator yelped as he buzzed around as we see he was near the nearly destroyed Jamming Tower 3 as Quickstrike held from above as Dinobot pour on his attacks.

"WAaaaughh!" Sling was seen running away as Bonecrusher was chasing after the bot in Beast Mode: them horns look sharp enough to really hurt something.

"This is impossible! WAaaahh!" Buzz-Saw was seen trying to flea as Larkshot kept appearing & counterattacking with his Wing Shields & fired his shots after.

"Beep!/Rattrap to Fearless Leader!" Rattrap was seen nearby as he tap his chest plate to activate the com-link channel now working again. "Mission Accomplished." He issued to say proudly as Dinobot continued blasting at the targets and the others held off.

At the same moment, Optimus heard the channel while coming back to reality when his group arrived & help Cheetor out.

" _Hey you read me trans-monkey?_ " Rattrap's voice remarked in awaiting to hear Optimus' reply.

"Loud & Clear." Optimus firmly responded that he can hear those just fine.

"Powsfruvhmmmm…/BAMfruvhmmmm…" Dinobot fired another optic beam blast while evading Waspinator's Sting Missiles.

"Ehh, sorry it took so long?" Rattrap shrug off to apologize for the long wait. "We ran into a little…apposition?" The metal rodent pointed to the battle against some Preds trying to guard the Jamming Tower.

"NRrruaghhh!/CLOPSvhmmm…/GUOOWWwagh!?" Then Waspinator yelped when caught in the rotating tower bar as it toppled to hit the ground hard which Quickstrike yelped a loud cry from the pain he felt when they crash on solid ground.

"Who we NAILED!" Rattrap loudly boasted that they just finished taking down those that kept them from bringing down the tower.

"Wazzpinator PINNED like…Iron Butterfly!?" Waspinator was struggling to get out, but the tower's structure had him pin & unable to move.

"You're going to pay for that with….hugh?" Iguanas was nearby as he was about to activate a mine bomb trap; but yelp that his switch was missing; why?

"Lost something?" Jackrabbit was nearby to wave a little device in one hand before tossing a mine disc at the Pred.

"Oh No! Not Again!?" Iguanas yelped in knowing what happens next.

"Beep!/KABOOM!" Jackrabbit press the button that caused the mine disc. she threw to blow up and took care of the enemy.

"CHAAARRRGE!" Bonecrusher was heard yelling as he increased speed to catch the running cowardly target.

"POWFvhmm…/GUUaaaughh!" Sling yelped as he was ran over right into the ground. "Wow! I never thought I hit rock bottom, until your press into the rock?" He made an aching remark even with such a dumb quote while in pain.

"Waaauighh!/CRASHfruvhm…" Buzz-Saw fell to crash on the ground, completely out cold.

"That's all of the Preds in this sector." Larkshot landed to report that they took down all the enemies around.

"Oh yeah! When I ram them down, I run them down good!" Bonecrusher proclaimed as he transform into Robot Mode to brag in feeling good about wrecking Preds.

"And with that, now we can communicate & get a Warp Gate open to get us to and back from the base now." Jackrabbit smiled in seeing that with this Jamming Station gone, they can contact & travel without any worries.

"So eh…get on the Horn & warn the Bird-Lady & the Tiger!? And then we can celebrate after." Rattrap shrug off in seeing now's the time to alert Airazor & Tigatron with the tower disabled: Dinobot whack the metal rodent's backside for probably leaving him to do all the work while he was busy chatting…

"Too late…" Suddenly Optimus' voice responded on the com-link a very dark response of his tone in stating an answer reply.

"Wha…!?" Rattrap, Bonecrusher, Larkshot, Jackrabbit & Dinobot responded with widen eyes & mouths because it sounded like Optimus Primal said…it was too late: as in, too late to warn Tigatron & Airazor?

"Make sure that station is down for good & return to base." Optimus Primal gave a very firm order in what he wants those that accomplished their task to wrap it up & return to their base afterwards.

"Ah…yeah…uh…will do Fearless Leader!?" Rattrap was a bit shaken by what he heard while trying to respond to the next order.

Rattrap silently look up to Dinobot when the com-link was over: as the Ex-Pred averted his eyes with deep thoughts of what they still heard to not get out of their minds. Did something happen to Tigatron & Airazor, were they destroyed or…something far worse? Even the other Maximals had the same feeling, what happened that it was too late to do anything…

* * *

 **AT THIS TIME**

 **AT THE MAXIMAL BASE**

The scene shows on the Maximal monitor screen: the strange black glob entity with open threads as it still had the beam fired down to the planet.

" _Optimus to Rhinox._ " Optimus' voice was heard on the com-link trying to contact those at the base.

"Optimus! Did you see it? The Signal!?" Rhinox responded in asking his commander if he saw the strange alien signal that had occurred moments ago.

"No…but Cheetor said it took Tigatron & Airazor." Optimus was in Beast Mode on a small screen in reporting what happened while the monitor displaying the alien signal vanished.

"WHAAatt!?" Rhinox gasped in great shock to hear this news: two of their Maximal comrades were taken by the alien signal, but why?

Nearby some dropped objects hit the floor that caused Rhinox to look back. The causer was Dive-Bomb who was helping Longrack with Artemis, Professor Sumdac and his daughters.

"Optimus…did you say that…Tigatron and…Airazor were…" Dive-Bomb stuttered to get the words out, but did he really hear right about what happen to Tigatron and Airazor.

"Yes, and we don't know much after what happened." Optimus issued to say that they need more information on what they can figure out. "See what you all can find out. We'll be there soon." Optimus issued in what he needs from those that can figure things out, the Maximals will be back as soon as possible. "Optimus Out!" After having said this, Optimus' vid screen was turn off on the monitor.

"What happened dad?" Sora asked her father in sensing tension in the air.

"I'm…afraid it's a more serious topic my child." Professor Sumdac signed lightly to shake his head, knowing that his youngest daughter does not know how grave the situation is when one has lost allies to the unknown.

"So then, what can we do?" Sara asked in trying to figure out how to handle the situation.

"We need to understand how this happened. And the evidence that claims what we heard." Longrack stated in knowing they need more information to get a better grasp.

"Hmmm?" Meanwhile Rhinox had absorbed a lot of what was heard: about the alien signal, about it having taken Tigatron & Airazor, but what could it all mean. "Freeze Image!" Rhinox gave an order to the monitor that froze the image of the alien signal beam: just as two blue blurs were flashing upwards within it. "Magnify." He firmly asked for the next procedure on what was there.

Suddenly on the monitor screen, a digital image was being done as pixels form & reimage to create a clearer picture. And what was seen that within the alien signal beam, two blue blurs were fully noticed: they were Tigatron & Airazor.

"Are those two…" Sora was about to say but was cut off.

"Tigatron and Airazor! There is no mistaking it." Artemis finished in stating those they see, were indeed the mentioned Maximals in question.

"Then we must hurry up and figure out…" Dive-Bomb was about to rush the subject in retrieving their comrades when…

"Beep-Beep!" Suddenly without warning while figuring out the mystery behind the alien beam & the abducted Maximals, the alarm went off.

"BOOM!/Guuagh!?" A loud explosion shook the entire base as Rhinox yelped by the sudden action of a possible attack. "Rrrrargh!?" He growls as he regain his balance from what was happening.

"What's happening?" Professor Sumdac yelped to ask as everyone felt that shaking motion.

" _Perimeter attacked!_ " Sentinel issued to alert those that the base was under attack. " _Predacon Unit – Megatron._ " The system identified who the attacker was, none other then Megatron.

"Just one enemy?" Sara raised an eyebrow in what could one enemy do by themselves.

"Not just any enemy, the leader of the Predacons himself." Longrack firmly stated that the one attacking was the Predacon Commander himself.

"Auto-Guns – Online!" Rhinox gave the signal to activate their defenses.

"Trusvhm-Trusvhm…" Soon outside the base, two Auto-Guns were shifting to lock onto position. "Vrusvhmm….REevhmmm…/Clack-Clack-Clack!" Then what came next was a long rotation mechanism that came attached with a Whole BUNCH of Blasters, Guns, Rifles, you name it: it was a heavy duty machine gun set! And Megatron yelped in being in the direct line of such a large amount of weaponry.

"Deh-I…ugh…Come in Peace? Eh?" Megatron was a bit skeptical in his words as he was on alert with a sheepish & nervous expression in how to handle himself against this situation.

Then from the center of the multi-gun set, popped out a loud speaker…

"You're about to Leave in Pieces!" Rhinox's voice exclaimed to mention that if Megatron doesn't bolt out of here, he'll be gone alright…in scattered blasted pieces all over.

"No Need for Violence, Rhinox? Ugh…" Megatron tried to speak in terms of coming here without resorting to violence. "I merely…wish to talk?" As he spoke, he saw Inferno dug a hole beneath the Maximal base as he, Scylla, Venomess, Toxica and Blackarachnia snuck on through an unguarded pipe line while in Beast Mode; as the Predacon leader was stalling.

"Go ahead…it's a Free Planet!?" Rhinox's voice issued off in allowing Megatron to speak freely as he likes. "I'm busy." He remotely stated about having other things to do.

Then without warning, a loud disturbing mike backlash was heard as it released the loud sound against Megatron while being very close.

"Guuuuagh!? Stubborn Maximal Fool!?" Megatron groans against the loud noise that made his ear functions ache as he complained. "You'll soon regret this inpertinacious." Megatron silently muttered that very soon, Rhinox will regret this actions.

Inside the Maximal Base, the Predacons had infiltrated into the hallway as Inferno was last coming in. During the time, Blackarachnia was seen in Robot Mode pressing a button that opened the ship's compartment to reveal it's circuits. Then the she-spider was placing a strange device antenna while turning a beeping dial on it.

"Done…" Blackarachnia silently stated in having finished her work here. "Ready to Rock N' Roll, Insect?" She turn to Inferno in asking if he's ready to rock out when the party gets started.

"I don't Rock N' Roll…" Inferno remotely stated in what he doesn't prefer as he transform from Beast Mode to Robot Mode. "I Burrnnn….Hrrruuaaah!" He silently issued in what he prefers to do, burn everything to ash as he let off a low sign of a pyro maniac.

"Let's split off and cover more ground, in case there's anymore bots inside." Venomess issued to say as she, Scylla and Toxica were last to transform and got ready to engage in the operation.

"Bleep!" Suddenly the device ran it's course until the red lights lit up before.. "SPiissshh-Trrissvhmm…" Without warning, sparks were discharge from the system. "Trsusvhm-Trusvhm, Trushvmm…" In Rhinox's area, he yelped as the console controls released unstable discharges.

"Trisvhm-Trsivhmmm…/Druwwwvhmm…" Outside, the multi-gun let off sparks while it was making a shutting down sound much to Megatron's notice. "Ruuvhmmm…/RAAARRAAARRRR!" Then it rose up as we heard Rhinox's voice screaming through the louder speaker before… "POWFruvhmm/CLAfruvhm…" Before the entire weapon set fell crashing down on the ground, completely disabled as sparks flew off & it won't be functioning for sometime.

"Muhahahah-Hahahah…" Megatron lets off an evil laugh in seeing the defenses were taken out. "Looks like we'll have a little chat after all…Rhinox?" He smirked in remotely stating that they'll have time to chat after all. "Ye-s-s-s…" He silently muttered in sounding pleased that all is going accordingly.

Rhinox was seen trying to press some buttons but the system had a short circuit spark from unknown damage. The entire base had it's emergency red lights on after a sudden electrical failure event had occurred.

"Back-ups Online…" Rhinox issued off to state in getting the base's backups active now. "Restore Shields!" He issued the next command in needing to get the base's defenses back up again.

"What can we do to help?" Sara asked in offering to aid.

"You can start by heading towards where the source of this power surge occurred." Dive-Bomb lectured the human bunch to do something while the bots here fix the command center.

"Also check on the Warp Gate, we may need it to get everyone back if the problem isn't solved." Longrack instructed those to make sure, their allies can return.

"Come along Sara, Sora, we must listen and do what we can." Professor Sumdac insisted as the group here was leading while Artemis accompanied to show them where she can detect the problem.

"Rhinox to Optimus…" Then Rhinox tap on a button to get word out to their commander: but he got static interference. "Rhinox to Optimus? Code X!" He tried again while issuing the secret code phrase of the situation he's experiencing.

While this was going on, none noticed Inferno was tip-toeing from behind.

"Hmmmm?" Inferno hummed with intrigue interest in what he found by the center console table: the fire ant bot press what was a console chair button.

"Hugh!?" Rhinox yelped as he felt his chair was active without his knowing before it spun him around & drawn him in. "Uuurrgh!?" Rhinox yelped as he hit the center console table, only to have his hands up in seeing a missile launcher pointed at his chest plate: by Inferno.

" _Optimus here…_ " Then on the nearby console monitor, showed a radio wave frequency as Optimus was on the com-link channel. " _Come in Rhinox?_ " He asked for a response, but Rhinox looked back at the console screen & at the Pred who has him in his sight. " _Come In Rhinox!?_ " Optimus called in again when he got no response, sounding concern.

"Good-Bye!" Inferno remarked off to say this as an answer.

"POwfruvhmm…/BAamfruvhmmm…!/NRUUaaurughh!?" Inferno fired a missile at point blank range that knock Rhinox backwards as he crashed against his console monitor spot with his back exposed.

"What the…" Dive-Bomb turned around from hearing a blast shot, as he and Longrack noticed Inferno just as they prepared to draw their weapons…

"Trrisvhmmm…/GYaaaagh!?" Longrack & Dive-Bomb were suddenly hit by a venom shot that stun them before dropping down.

"WAH-Hahahahaha-Haaaahhh!" Inferno went off to laughing like a mad pyro lunatic as Blackarachnia was seen leaping onto the console table to transform from Beast Mode to Robot Mode.

"Hmmmm…?" Rhinox was seen regaining his consciousness, still not out it seems while Inferno bang the table from overly laughing at his pain.

"Nrrruagh…." Inferno had finally settled down from his mad laughter routine for the Preds to focus…

"There's no other bots, some new humans pass by, but they hardly seem like threats." Scylla reported as she came from around the hanger hall corner; seeing no other Maximal threat other then humans were near.

"In that case, I'll get the Disc.!" Blackarachnia stated what she will do as she leap off the table to get to work.

"Oh no, you'll not be taking all the credit!" Scylla protest in not letting someone else hog the credit.

"Why not allow someone else the chance." Venomess remarked in thinking someone else should have some glory.

"Uuugh!?" Inferno heard this to sound concern as he walked off the console table to be behind Blackarachnia as she approached the hovering Alien Disc. over a Maximal console monitor spot just as Venomess and Scylla also wanted to compete to get the prize and bragging rights. "But the Royalty said that WE were not suppose to Touch it until he…?" Inferno was stating claims about their orders to follow; until he felt a tap on his shoulder. "Huuugh!?" Inferno looked behind him puzzled of who it was: and got pulled down by a recovered Rhinox.

"Uuuuugh…Thaaaat Huuuurt!?" Rhinox groans to state how that shot really hurt him just now.

"DRrugh!/URRaugh!?" Rhinox groan to throw in a punch as Inferno ached from that & the next as he drop his weapon while standing. "Punch-Punch!/Ooohhh-Oooh!?" Then Rhinox delivered two more punches against the fire ant.

"Ugh!/Punch-Punch!" Rhinox took a hit from Inferno, but he threw in two more punches.

"Guugh!/Punch-Punch!" Inferno yelped form another punch before throwing in two more as well.

"Ugh!/Ohh!/Ugh!/Ohh!/Ugh!/Ohh!" Pretty soon it looked like Rhinox & Inferno were duking it out in throwing one punch after the next: almost like a punching two player toy before… "Boooh!/DING!" Without warning, Inferno had his head punch hard upwards that his neck stretched out as a wrestle ring's bell sounded off: signelling he was done & Rhinox won.

"Tophmm…Toptopvhmm…/Frufrufruvhmm…." At that same moment, the Alien Disc. was drop from the hover device & hit the floor to rotate like a round coin. Then Blackarachnia grabbed the heavy disc. with her pincer claws to start dragging it cause it was very heavy for a fembot to carry.

"Give it here, you can't pull it!" Scylla was seen grabbing the disc. to help pull with Blackarachnia.

"Like your any better!" Venomess cuts in to help lift the disc up too, as the fembots were fighting for it.

"Vrusuvhmmm…" Then at this moment, Blackarachnia, Venomess and Scylla cease pulling the disc. when noticing Rhinox aim his Gatling Gun at those stealing from the Maximals.

"Trust me…You Don't Wanna Try It?" Rhinox issued with a strict & threatening tone in what the she-spider will get if she crosses paths with him.

Blackarachnia and the Pred fembots seem to be in a tight spot, one wrong move & that's it. But then noticing something as one slowly stood up. For just coming in quietly without alerting anyone, was Megatron as he stood behind Rhinox focused on those in front stealing the disc.

"The Disc.!" Rhinox held out his open left hand, demanding the return of the Alien Disc. or else: not knowing Megatron wave a hand to signal for the she-spider to not worry.

"I believe 'THAT' belongs to Me!" Megatron smirked in proclaiming that the ownership of the Alien Disc., is his to claim.

Rhinox suddenly realized that the enemy had gotten the drop on him as he had Blackarachnia in his sight & Megatron behind him as he leans in close: the Maximal Scientist had to firmly take action in such a situation.

"TOoppvhmmm…/GRruuaagh!" Without warning, Rhinox threw his right arm while abandoning his weapon to knock Megatron back & give him pain.

"RIiisssfruvhppp…." But at the same motion, Megatron counterattack by grasping Rhinox's right arm &…RIPPING IT RIGHT OUT ON THE SPOT!

"GRUUUAARRrughhh!?" Rhinox let off a loud painful cry as he stared at his exposed metallic inner frame gear & joints exposed without the surface & without a hand. "TOPFruvhmmm!/Booommm…" Then Megatron whacked the distracted Rhinox away as he made a heavy impact nearby.

"Aw….is it over?" Toxica was seen peaking from behind Megatron. "Well I did let our leader in and allow him to take the lead, so…win-win."

"Ah…the advantage is MINE again!" Megatron rose up with a smile to grasp his left hand in sounding pleased how things worked out. "As it was Destine to Be." He proclaimed this as he reaches down take the Alien Disc.

But while the Preds were celebrating, Blackarachnia looked at the nearby monitor, & noticed what was happening.

"Reinforcements coming Chief?" Blackarachnia alerted Megatron that the Maximals will soon be here before they know it.

"I saw some humans not like those we seen before aiding that gynoid, they'll have the Warp Gate ready for more Maximals to increase the difficulty." Toxica

"Then let us Return to Base!" Megatron firmly issued in deciding that it's time they departed without delay. "We have no TIME for Maximals Now!" As he stated this he slides the Alien Disc. into his back compartment.

"Ugh…When do we EVER!?" Blackarachnia groans in feeling like all they do is deal with the Maximals. "Except...maybe for that…Hunky…Silver…?" She whispered something under her breath, as if sounding…pleasured about one Maximal she doesn't mind until…she stopped & came back to reality to not finish her statement.

"Ohhh…does somebody have a bot in mind?" Scylla slyly spoke to eavesdrop on having heard something juicy.

"No!" Blackarachnia remarked off to the one pestering her.

"It's okay, I also have someone who's a Hunky Red type?" Scylla whispered out that she also has a Maximal she has in mind that she could never forget.

"If you both are done competing, lets be on our way." Venomess rolled her eyes in seeing such petty discussions.

"Hmmmm?" Megatron approached Inferno in seeing his long neck state left him in a daze state.

"Rrrugh…/CLAMP!/WAaaughh! Oohhh-Hoho!?" Megatron lifted the head and presses it downward; causing to Inferno react as if he's still 'putting up his dukes' until he noticed the fight was over.

Megatron signals his Predacons that it was time to leave as he turns to walk away. Inferno kneels down to pick up his weapon & hold it in an upright soldier arm position as he began to march off. Blackarachnia was the last to bring up the rear as the Preds were all leaving the scene.

"Uuuggh…?" Nearby, Rhinox was heard making aching noises as he was seen laying on his backside watching the enemy leave. "Oh No….Urrhm?" Rhinox tilted his head up in stating how bad this situation was: the enemy has taken back the Alien Disc. "Urrvhmm…" Without much strength left & very weaken, Rhinox had passed out as everything went dark for him…

* * *

 **LATER ON AT THE MAXIMAL BASE**

The scene later opens to reveal some ceiling equipment as a wielding torch ignited to work around the outside base of an electrical device. Then a grappling claw arm reach over to place in a rotation gear in place, followed by another with a blue energy thin bulb. The scene reveals to be Rhinox's severed right arm as careful procedures were connecting a new arm to the Maximal Scientist's body that lay on a table. The process showed a connection as Rhinox felt his new arm reacted, as Optimus was helping to install the new arm in. Silverbolt was nearby helping with the analysis of this delicate operation. Rattrap approach nearby to check up on Big Green here. Even the other Maximals with the groups and the human children came in to check while looking worried.

"How you doing Rhinox?" Jeremie asked in wanting to see how the big bot was doing, the process looks painful.

"I'm fine, it's just a torn arm." Rhinox replied off to say as much as a guy getting a new arm after the other one was ripped can feel.

"Yeah it's very…disarming." Odd exclaimed to say before being elbow by Jeremie to knock off the jokes.

"We're fortunate enough that when Professor Sumdac got the Warp Gate running, we all immediately came and found the others." Zehpyr-1 explained what happened that they were told of what happen and came to find the scientist & medic bots in a critical state.

"Right now Longrack and Dive-Bomb are getting the CR Chamber treatment." Air Hammer inform of how the other bots in question are doing.

"Still…I can't Believe I let Megatron Sucker Me like that?" Rhinox rest his left hand on his face before removing it; feeling terrible in letting Megatron catch him in such a obvious trap to allow more Preds to sabotage their base & steal the Alien Disc.

"Let it go Big Fella." Optimus gently stated in not wanting Rhinox to carry such guilt. "We have important matters to discuss." Optimus stated that there are other things to be concern about while continuing to help repair Rhinox with a new arm.

"Yeah, like…how do we SAVE Tigatron & Airazor!?" Cheetor was seen in the hallway issuing the big concern about rescuing their fellow Maximal comrades that were taken by the aliens.

"They Are Casualties Of WAR!" Dinobot was nearby checking Rhinox's arm schematics before lashing out at Cheetor to remember: in war, many get hurt & at other times…do not survive. "Better to concentrate on Saving Ourselves! When our Alien Enemy Returns." He tap his chest in knowing that if they do not figure out how to handle the mysterious Aliens returning, they will be the next casualties like the other bot examples.

"Just what I expect from a Predacon!?" Cheetor made a low growl & upset remark about having heard an answer that only a Ex-Pred like Dinobot would say about forgetting their comrades taken from them.

"Woah-woah Cheetor, easy there…Dinobot didn't mean it like that?" Larkshot spoke up to try to ease the tension that was in the air.

"But it's not like his way of thinking is what we Maximals go by." Bonecrusher shook his head to firmly know that the way Dinobot talked, it's like he didn't care they lost some good comrades.

"Hmmm…Maximal…Predacon…What DIFFERENCE Does It Make!?" Dinobot snarled off to lash about this was no time in what side the Transformers are in league with. "These Aliens seek to Destroy Us All!" He clutch his left fist in knowing that the Aliens don't see those as good & evil, only to destroy them.

"Yeah, and they almost succeeded if Optimus didn't help stop them. Course, the blowing himself up part…wasn't part of the original plan." Jackrabbit issued off to say while sheepishly mentioning how one part of the plan, was slightly off when Optimus pulled a Trans-Warp Explosion that he got caught in.

"I vaguely remember it. I already faced the Void ONCE fighting these Aliens!? And if THAT'S the Price we have to pay…then we'll Pay it!" Optimus exclaimed off to say this as he finished the repair process while grasping his right hand: still remembering the last time the Aliens tried to destroy the planet & nearly cost him too…that won't happen this time.

"But Optimus…you wouldn't…we just got you back…we almost didn't survive if you didn't come back." Aelita spoke in feeling like if Optimus perished again, then it would be like the Predacons would win the Beast Wars like what nearly happened after the Quantum Surge event started.

"I know the phrase the sacrificing of one so many can survive, it's a heavy price. But, in truth, we don't want that anymore then everyone else here." Artemis spoke with some honesty that even a gynoid, would not want to lose a respectable leader like Optimus in the war.

"I understand your concerns, but we'll have to be prepared against whatever we'll face." Optimus signed to say in knowing what those here are saying, but sometimes…reality isn't that nice to anyone.

"It's like I always say…" Rattrap held up an index finger as Rhinox slowly was sitting up. "We're All Gonna Die!?" The metal rodent remarked about how in cases like these, they are most likely to perish.

Course that negative thinking just got on many of the other Maximals nerves to hear Rattrap say they will die, it's not exactly a boast of confidence.

"I know, I know…Shut Up Rattrap." Rattrap waved his hands out in stating what everyone was thinking in silence: better he keeps his remarks to himself.

* * *

 **MEANWHILE**

 **BACK AT THE PRED BASE**

The scene opens to where at the Pred Base, the Alien Disc. was hovering within the same protective case barrier the first time. Blackarachnia observes the disc. while some Preds ran some test on the device in what they can learn about the alien relic.

"Well we see you bots are back, what was the hold up?" Toxica asked in checking up on those here that came back, and had just finished with repairs.

"Oh the usual, Maxiamls attack us, beat us senselessly, and oh the shame of getting yourself out from being trampled by a bison?" Sling shrug off to lightly state about the painful reminders of their defeat at the hands of the Maximals when defending Jamming Station 3.

"We got bigger things to worry about, such as the Alien beings that may just return." Scylla remarked in thinking of a bigger issue, namely the unknown Aliens that they encountered in the past.

"In record of that? How's this disc. suppose to help us survive 'Beings' that can Scorch a Planet!?" Blackarachnia walked pass Waspinator & Quickstrike running test as the she-spider asked how they can learn to defeat enemies that could wipe a planet as they previously experienced.

"That's true, they had a weapon so devastating and well hidden, it's lucky we survived." Venomess shrug off her arms in knowing such things against such opponents, show how outclass they were and yet they survived thanks to luck.

"That is in the past, and with the Alien Disc. in my hand, victory is assured. For it has Secrets I alone now!" Megatron firmly pointed to himself in having learn the secrets of the Alien Disc. that he's translated to understand what intel it holds: Inferno nearby nods his head in agreement to their leader's calm claim.

"But which 'I' alone can implement." Another cocky voice was heard stating this oversight fact that got the attention of the others.

Megatron clutch his right hand in a grip fist while the other Predacons in the room all gasped or yelp. For behind them was none other then Tarantulas as he leans on some drill pole device, looking quite smug in earning attention. Inferno was quick to point his Missile Launcher at the treacherous spider that dared to defile Megatron, he was about to perform a soldier's duty on a sinister bot when…

"No!" Megatron made a response that caught Inferno off guard. "POW…./CLUNKruvhmm…" Without warning, Megatron punch Inferno away as he crashed into nearby stuff that made clutter sounds. "He Is Miiiine!" He stared with a glare & sly smile in how to deal with the treacherous Tarantulas that knows something about the Aliens & went ahead before any of them were alerted.

"Hmmmm?" Tarantulas was walking as he rub his chin to hum a bit with interest. "You've done well! This will make things easier." He proclaimed this as he walked pass Megatron to praise him on retrieving the Alien Disc. "Heheheh-Hahahah-Ha…." Then he let off a creepy laugher of suspicion in having something wicked planned out.

"Grrr…I'm TIRED of your Insolence & Your Scurrying Into The Dark!?" Megatron growls to lash out at Tarantulas working on the disc. holding device to run diagnostics; but that didn't mean the Predacon Leader was not upset at how the spider has done things that have become a rather bother lately.

"And I'm TIRED of YOUR Infernal Chattering!" Tarantulas turn around to point out & lash an argument at Megatron for bothering him a lot too. "I am No longer 'part' of Your Command!" He issued to say that he will not be apart of Megatron's unit any longer.

"Uugh…!?" Blackarachnia gasped from what Tarantulas was stating to Megatron's face.

"Uh…Ooooohhh…?" Waspinator also gasped with worry when Tarantulas just said this out.

"Huuugh!?" Quickstrike also gasped in knowing what kind of trouble Tarantulas just got himself into.

"Did he just say…what we believe he said?" Buzz-Saw gasped in not believing what they all just heard.

All the Predacons in the room know that they must 'serve' under Megatron's leadership without question, any acts of betrayal won't go unpunished. And those that leave the Predacons like what Dinobot did became an Ex-Pred & was no longer apart of Megatron's command unit. So proclaiming to no longer take orders under Megatron is the acts of one going Rogue!

"GRrrrrrrr…." Megatron clutch his fist tightly as he grit his teeth in hearing Tarantulas' proclaimed statement, & was not at all sounding pleased.

"That bot's Cold…Hard…Slag'd!?" Quickstrike muttered this to Blackarachnia in knowing Tarantulas won't get out of this undamaged as his cobra arm hisses with feeling the situation is gonna get rough now.

"Say, if he's gonna be destroyed, can I call dibs on his stuff!?" Sling asked off a dumb question out in the middle of nowhere.

Megatron soon grabbed Tarantulas to lift him off the ground to have them be face to face.

"You may have been the scientist of my crew, but now that time has passed…" Megatron gave a cold stare lecture to the bot. "And with this defiance…I am going to Extinguish your SPARK! One Atom…At A TIME!" Megatron snarled in rage in what he will do to Tarantulas for daring to leave his crew & no longer serve him.

"Losing your only chance to Survive the Alien Return!?" Tarantulas exclaimed to mention that if Megatron finishes him off, he will not survive when the mysterious Aliens return to finish the job they started. "I…Think…Not!" He boasted in knowing how Megatron needs him if he wants to survive. "Tehehehe-Hahahaha-Aahh…" He lets off another creepy laugh in knowing he holds the cards to secure his place in not being destroyed.

"What if the Aliens Never COME!?" Megatron glared at Tarantulas to demand what happens if the Aliens that almost destroyed them won't show up.

"They will Come! They Always Come! Gehehehhh…" Tarantulas boasted off in knowing the Aliens will return as he let loose an evil cackle. "And this time…it will be Sooon…" He issued to proclaim that the Aliens will come much sooner then last time.

* * *

 **MEANWHILE AT THIS MOMENT…**

The scene zooms out to reveal the Predacon Base surrounded by lava. But then a digital frame of the enemy ship was in blue lines before being enveloped by a red light. We see that we are in the Maximal Base, & the bots were by the center console table, apparently trying to come up with a plan of action.

"Nrruaarrgh…grugruaagh…" Dinobot was heard snarling from how they were looking at the Pred base to come up with a plan. "We must take the Beast Wars to Megatron NOOOW!" He lashed off in seeing the more they delay things, the more Megatron will gain the upper-hand.

"Ehhh, we may need him & his bozos to take out whatever those Planet Busters are sending?" Rattrap remarked off to point out that if worse comes of it, they may have to team up to deal with another big threat from the Aliens that hid a planet size weapon that nearly scorch this planet & us with it.

"Very true, if the enemy has quality, quantity might be our best option." Longrack stated in determining that they must fight with more firepower.

"Have you forgotten what happen the LAST Time we allied with Megatron?" Dinobot remarked to remind those of the time they work together with the Preds on common ground.

"I agree with Dinobot." Optimus Primal spoke firmly in stating who he was siding with here. "Our last Truce was a Joke! Megatron must be Stopped…Now!" He firmly issued in recalling the last time they trusted Megatron & the Preds, the false truce almost ended them all & so they must be on the offensive. "We can't fight him & the Aliens." He stated in knowing that fighting both Megatron & the Aliens will be too much to handle, they must strike one side before the other.

"Fighting against two different enemies or more, it's too suicidal! We need to just pick one!" Dive-Bomb protest that they need to solely focus on one enemy at a time.

"Beep-beep!" Suddenly the system had a reaction that alerted everyone. "Warning!" Sentinel issued off to alarm those of what's happening. " _Spacial Anomaly Detected!_ " The console table displayed a change of the red upwards display to change to a green ring that expanded to show an oval view of the alien blob with threads appearing in the reality space vortex. The screen splits into three for everyone to take notice of what was here.

"Hmmm…looks like we don't have a choice?" Rhinox hums to state this to Optimus about having to deal with both Megatron & the Aliens at once it seems.

"Optimus, your orders?" Artemis asked in what the Maximal Commander was going to say.

Optimus looked to his crew with a firm expression which was shared by the others. It would appear that in the end, they must brave what awaits them even if the danger is high…

"Call in every Maximal Unit, if I know Megatron, he'll have his entire force there. And we'll need to be ready." Optimus Primal gave the order to call in all their forces for a big battle. "And while this mission is dangerous, we'll need every hand available. That incudes those with Meta-Human abilities." He issued this order as he spoke to the human children nearby to partake, at least those that can fight as well as anyone here.

"Great, we can call in the rest of our Lyoko Warrior group to help out." Odd smiled in knowing it's time that they brought the gang together for a big event.

"Let us come too." Sara spoke as she, her little sister and father were near.

"Our dad is great at fixing stuff, and we can help provide cover." Sora stated that because they are Meta-Humans and their father is good with robotics, they can provide support.

"If it comes to it, I can even provide aid from HIGH-TECH while guiding them to focus solely on the Predacons. Course, I will have to explain my actions later, but…this will be the least I can provide to those that saved my planet from destruction." Professor Sumdac explained himself in what he can offer to aid the Maximals should he risk getting aid while having to play center about being involved with the robot aliens hiding that even Agent Bishop's group are hunting down without concerns of who's good and evil.

"Alright…this is it….lets go make some noise." Optimus signed to nod in agreement before signaling to everyone, that it's time to get going.

* * *

 **LATER**

 **AT THE 4** **th** **ALIEN SITE**

The scene changes to a deep canyon valley, something was occurring… We see a Beast Mode Quickstrike's cobra tail lifts a drill pole device in the air, then stabs it in the ground which displays a pole to keep it balanced.

"Hisisis…" The cobra tail hisses as Quickstrike crawls away from his spot.

"Zizizizi…./STABvhmm…" Then Waspinator dives down in Beast Mode to stab the same drill pole device in the ground before a pole came out to keep it balance.

"Stab!/Trusvhm…" Then Inferno in Robot Mode stabs a nearby flower as a pole extended from the device.

All over were many of the other Predacons that were scattered over the globe aiding to make preparations.

"Stab!/Trusvhm…" Tarantulas was seen in Robot Mode too as he was stabbing the same drill device before a pole extended to lock the thing in place.

"Weehh-Heheheh-Hahahaha-Hahahaahh…" Tarantulas lets off a mad cackle of a creepy nature as he held his arms up in the air.

"Hmmm…excellent." Megatron was heard as he was in Beast Mode stomping with Blackarachnia in Robot Mode towards Tarantulas followed by the commanders: Sky-Byte, Drago Wing and Shadow Panther. "But I'm curious about one thing that still bothers me?" He stated to ask something that is distracting him. "If your no longer part of 'My' Command…, why do you aid me now?" Megatron pointed to himself & shrug off his shoulders in confusion: if Tarantulas is no longer wanting to be apart of Megatron's unit, why is he even helping them out.

"Uughmmm…" At that moment, Tarantulas was hesitant in giving an exact response. "I have my reasons?" Tarantulas remotely stated quietly as he turns away: keeping the subject from being answered in why he's aiding Megatron & the Preds even when he's chosen to no longer be a member.

"Oh really, because even without you, we still have other brainy bots like Fractyl and Knock Out?" Drago Wing raised an eyebrow to act smug about the action they seen until now.

"Yes, tell us your real reason that you choose to leave Lord Megatron yet still help us?" Sky-Byte raised his voice to ponder why Taranulas is doing all of this; why does he do things that seems complicated.

"It's simple. He hates the Aliens." Blackarachnia suddenly spoke up in stating a fact of what drives Tarantulas. "He wants to destroy them…totally." She issued off to fully answer what Tarantulas reason of aiding them was about: destroying the mysterious alien menace.

"Hmmm…is that the only thing? Destroy the Aliens?" Shadow Panther raised an eyebrow in not believing it; that is the reason behind Tarantulas helping them.

"Nrrughh…How Do YOU Know that!?" Tarantulas groans in fury to lash out at how in the world does Blackarachnia know his inner most desire.

"We Shared Minds, Remember!?" Blackarachnia remarked off in reminding Tarantulas about how when they were 'Linked' after the Planet Buster & Quantum Surge event passed. "Huhuhuah…You be surprised in what I know about you?" She slyly exclaimed in acting cocky to know plenty of things about Tarantulas because of the once shared 'Link' of their minds that it wasn't one sided, but both had come across information from the other.

"So….You act out of Hate?" Megatron turns from Blackarachnia to Tarantulas in learning the truth of why the creepy spider scientist is doing all this. "Excellent…That's an emotion I can trust. One's own hatred for an enemy can be shared with another that shares the same interest. Ye-e-s-s-s." He tapped his metal t-rex fingers to sound pleased in knowing that one's own hatred for a common enemy, can at least assure him that Tarantulas will do what can aid them in handling the Aliens. "Is all in readiness?" Megatron asked to wiggle his t-rex fingers in the air; wanting to know if things are all set for their main plan to be sprung when the time is right.

"This time, the aliens will get a welcome they didn't expect!" Tarantulas nodded his head while assuring with a sly manner that when the Aliens arrive, they won't know what is waiting for them. "Hehehehehe..." Tarantulas wiggled his own fingers in the air as he let off a creepy laugh at picturing the surprise look the aliens will get.

"Ahahahahahaha..." Megatron was also seen laughing it up to join in the fun.

"Heeheehmhmhmheehaha!" Tarantulas clutch his stomach in trying to contain the urge of how funny things will turn out when the aliens arrive & never see what's waiting coming; oh the irony they will endure.

"EHEHEHAHAHAHAHAA!" Megatron stomps his right T-rex foot to clutch his gut, laughing so hard in knowing victory will be theirs.

"HEHEHEHAAHAHAHAAAA!/AHHHH-HAHAHAAAH!" Tarantulas pointed to Megatron as they both continued to laugh wickedly in knowing that the Aliens that tried to destroy them, will soon learn their place for underestimating them.

"Megatron!" Then a firm commanding voice was heard calling out to Megatron.

"Grraugh!?/GRRrraaarg!?" Tarantulas & Megatron let off low growls to look to the source of who spoke out with a gasp sound.

And who should land from above but Optimus Primal in his Vehicle Mode from having flew in just now with a stern & firm expression.

"GYAAAAAH! IT'S OPTIMUS PRIMAL!" Sling yelps out loud to scream in seeing the big boss Maximal was here.

"NRaaarrrrugh! I said we needed to form a perimeter if the Maximals would come?" Raid Jango snarled in knowing they were gathered to work, but no one was making sure no outside bots were gonna sneak up on them.

"Leave here at once, Primal! I will deal with this!" Megatron proclaimed this firmly to grasp his claws in wanting Optimus to leave matters of the Aliens to him.

"Like you did last time?..." Optimus firmly pointed a finger to remind Megatron the last time he handled the Aliens when they came & it did not go so well. "Dream on!" Optimus Primal remarked the matter as from behind him came the other Maximals in Beast Mode along with the Lyoko Warriors, Artemis and the Sumdac Family that were in the rear guard. "All Units – MAXIMIZE!" Optimus proclaimed this order as he soar high in the air.

"RARRUAArrughh!?" Dinobot let off a loud rap[tor roar as he transform from Beast Mode to Robot Mode.

Rattrap & Silverbolt transform from Beast Mode to Robot Mode without making any animal battle cries.

"REEooww!" Cheetor made a cheetah cry as he transform from Beast Mode to Robot Mode like the rest.

"URRARRrorrghh!" Rhinox made a rhinoceros' roar as he transform from Beast Mode to Robot Mode with a tough look in ready for action.

Optimus Primal was the last to transform from Beast Mode to Robot Mode, as he drop down from above to join the others. Dinobot brought out his Rotating Tail Sword, Rhinox his Gatling Gun, Optimus brought out his baton maces, Silverbolt aimed his Feather Missiles, Cheetor had his Tail Whip out, & Rattrap aim his blaster gun. And pretty soon all the other Maximals like K-9, Armordillo, Wolfang, Snarl, Jackrabbit, Bonecrusher, Dive-Bomb, B'Boom, Claw Jaw, Cybershark, Diver, Gimlet, Sharp Edge, Grizzly-1, Wingblade, Leo, Override, Longrack, Larkshot, Aquarius, Mach Kick, Iron Duke, Auroras, Ivor, Icthyo, Grimlock, Drifter, Lynxa, Polar Claw, Jack-Tool, Zephyr-1, Salvage, Air Hammer, Bantor, Noctorro, Torca, Volpex, and Streamline had transform and were gear ready. All together they were approximately 45 Maximals with Grimlock, Polar Claw and Torca being in the back as the Giant Bots.

"Predacons – TERRORIZE!" Megatron suddenly gave the order for all Predacons in Beast Mode to transform for battle.

Soon Tarantulas & Blackarachnia took out their Disc gun & Anchor Blaster, while everyone else in Beast Mode transformed. Quickstrike clipped his claws while Waspinator made a buzz sound as they transform from Beast Mode to Robot Mode.

"ROOARRRrughhh!" Megatron let off a metal T-Rex roar as he transform from Beast Mode to Robot Mode to be ready.

Pretty soon all the other Predacons assemble: like Razorclaw, Lazorbeak, Manterror, Iguanas, Spittor, Shadow Panther, Snapper, Double Punch, Buzz Saw, Manta Ray, Scylla, Sky-Byte, Ripteeth, Sling, Insecticon, Jetstorm, Powerpinch, Retrax, Drill Bit, Vice Grip, Drago Wing, Leatherhide, Venomess, Fractyl, Killer Punch, Archadis, Hardhead, Raid Jango, Rime Walrus, Transquito, Hardshell, Knock Out, Buzzclaw, Sky Shadow, Terragator, Injector, Volga, and lastly Toxica transform and brought out their gear. Together they were close to 45 Predacons with Transquito, Volga and Hardshell acting as Giant Bots for heavy barrage action.

But as all of the gathered Predacons had finished transforming, Megatron suddenly noticed that someone in his unit was not present as he looked around. "Inferno!?" Megatron glared his eyes at the fire ant bot that was not getting himself ready for battle: what was Inferno doing.

Inferno heard his name calling to turn around from having looked up this whole time.

"The Invaders COME, Royalty!" Inferno pointed upwards in proclaiming that the Aliens were coming down now. But suddenly, he noticed that the plant vines were becoming active to move around. "WAAAAHHH-AHhhhhh!?" That made Inferno yelp backwards as he screamed before marching off away from the active vines from almost capturing him.

Suddenly without warning, the large plant was showing it's open petals were rising up to almost close it. Then large vines grew out of it upwards which was causing the entire area to shake from a tremor quake in motion. As more vines grew, it began to rotate & spiral around upwards before separate vines extended out from beneath the ground. These vines reach out to the topside that form a star pattern shape to latch on & then more vines grew to latch on the extended vines to spread around as if making a plant dome.

At this very moment in space, something was shot down from the mysterious alien beam with something at the bottom heading for the planet. It soon made contact on a target location that was the deep canyon valley which covered the entire plant structure. Once it was over & the beam vanished, a new alien structure was present in the site. The once expanded plant that reshape it's self was turn into a giant silver metallic floating fortress shaped like the flower's seed pod.

"Incredible!?" Megatron gasped in having marvel at the sight of what the new alien structure weapon was.

"Hey Boss Bot, you sure we should be in awe instead of in 'ahh' like screaming in terror by now?" Terragator asked in thinking this was more a scream scene then an astounded moment.

Optimus Primal stared with widen eye shock in seeing the aliens have sent another force to deal with them like before with the Planet Buster. Megatron was very in trance by the mysterious fortress, unknowing what it could do. Suddenly the top of the dubbed Metal Hunter as it released steam. "Wwwwwooosssuuvhmmm…." Suddenly, a strange energy charging sound was heard that came from the alien structure.

"Ugh…" Aelita ache to hold her gut, a sudden sharp pain feeling occurred without warning.

"Aelita, what's wrong?" Jeremie looked to the girl with worry as did the other human children.

"Somwething….is coming!?" Aelita exclaimed with worry in sensing something was about to come at them.

Rhinox gasped in recognizing that sound like from the Flying Island. Tarantulas also gasped in seeing the aliens were planning something new. Even Optimus was widen eye with fear in what was coming their way. And Megatron continued to stare in wondering what this was gonna unleash…

"PRRuusssfruvhmmm…" Suddenly the Metal Hunter released a bright white sphere of light that expanded over the entire surroundings.

"GRUUAARRRughhh!" Rhinox let off a cry as he was impacted & his system was short circuiting on the spot.

"Trissivhmmm…/GRAARAARrrghh!" Megatron also let off a cry as the same wave engulf him as well.

Tarantulas & Quickstrike made yelping cries when they got swallowed up by the light. Cheetor & Rattrap also yelped when the light enveloped them as they shorted out like the rest. Everyone weather robot or human made aching yelp cries or screams when enveloped by the light. When it was finally over, the bright light began to fad to reveal the results. The Maximals side had fallen & across from them so too did the Predacons. "Trusuvhmm-Clopvhm…" With the task performed the Metal Hunter's top lid closes down & just sat there. It seems almost likely that the Aliens have wiped out the enemies involved in the Beast Wars…

TO BE CONTINUED…

* * *

 **NOTED FACT:** Some hint relating to Tigatron and Airazor before becoming apart of the Axelon Crew happened in a Beast Wars Comic which foretold some events not seen in the actual TV Show.

Well this took some time to make, but glad it was done & boy what a show stopper! Next chapter, it seems the Aliens' weapon: The Metal Hunter, did not finish off everyone on sight because of the Quantum Surge that changed the bodies of many to withstand being taken out. But the situation becomes critical when Megatron gains control of the Alien Weapon & the capture of Optimus Primal & Aelita. A dire rescue is attempted by the Maximals with the aid of an unlikely ally: Tarantulas? What's gonna happen, will the Maximals stop the Predacons from leaving the planet with their friends in tow. Better stay tune to find out more…


	10. Chapter 10: Other Visits - Part 2

Greetings everyone, at long last we can see part 2! I know it's been a long wait, but the VISION-KING tries his best to provide many with great stuff. And now let us get ready to experience another Beast Wars with some Alien events on the scene with some drama…

Also to many that have sent in Transformer OCs, don't worry, I'll get around to introducing them in different original chapters. And as for other stuff of other characters from the Season One version, I'll see what I can do in the near future.

So without further delay, lets get on with the show…

* * *

 **Chapter 10: Other Visits – Part 2**

 **EVENTS SO FAR…?**

The scene shows flashback events of what occurred. During an exploration, Tigatron & Airazor found a hidden canyon where plant life had been thriving after the Planet Buster event. But when investigating, the alien plant captured & launch them into space just as a Maximal party tried & failed to rescue them. Them the Predacons began to act in securing the known Alien Site. But the Maximals gather their forces to prepare to fight the Predacons. However something appeared with a mix of techno-organic when an energy beam from space made contact with the form alien plant life to create a metallic dome fortress; dubbed the Metal Hunter. It no later released an energy wave that had enveloped everyone on site.

* * *

 **CURRENT SITUATION…**

Now we open up to where many of both sides were seen having fallen to the ground due to an energy light wave. Some Transformer bodies that seem to show signs of shorting out & in an unconscious state, but others were…only knock down & slowly moving. The Predacons were still be the arrived alien structure while the Maximals were behind some rock boulder cover.

"Ohhh…what was that?" Salvage groans in rubbing his head from what just knock him over.

"Ugh…it felt like an Energon Surge…a really painful one?" Cheetor groans a bit from getting up in what just knock them out of it.

"Ehhhh…I forgot how much 'Fun' Energon Surges are?" Rattrap moans from feeling a bit achy all over: it's been a long time since he felt a surge like that since before the Aliens arrived that one time just before planning to destroy them.

"Ugh…we survived it?" Optimus was heard aching too before getting up slowly in calmly observing the situation: that unlike before when the alien probe shot him, the pain was almost too much to bear. "At least…most of us?" As he mentioned that, he turns around behind him.

Those that did not survive the Energon Surge that the Metal Hunter unleashed were left out cold & energy pulses seen on the unmoving bodies. The Maximals were as followed: Dinobot, Rhinox, K-9, Armordillo, Wolfang, Snarl, Jackrabbit, Bonecrusher, Dive-Bomb, B'Boom, Claw Jaw, Cybershark, Diver, Gimlet, Sharp Edge, Grizzly-1, Wingblade, Leo, Override, Longrack, Larkshot, Aquarius, Mach Kick, Iron Duke, Auroras, Ivor, Icthyo, Grimlock, Drifter, Lynxa, & Polar Claw along with the Big Bots likes Grimlock & Polar Claw. It seem apparent that the only bots on the Maximals side still going were only a few that were different: Optimus Primal, Rattrap, Cheetor, Jack-Tool, Zephyr-1, Salvage, Air Hammer, Bantor, Noctorro, Torca, Volpex, and Streamline.

"Oh boy, even we felt something like that?" Odd slowly gets up as he & the other children got up: that surge of Energon really packs a punch.

"Be glad we're even awake…" Ulrich remarked off that they were lucky to regain consciousness after that.

"Right, the rest don't seem as alright." William replied off in noticing that they were the lucky ones, but the rest…

Near the humans were those that were unfortunately out cold & not moving: they were Jeremie, Sissi, & lastly was the adult Professor Sumdac.

"Huh! Jeremie…" Aelita gasped to lean down to lift Jeremie's unconscious self up. "Jeremie…Sissi…Professor Sumdac…Are they…?" She called out with great fear if they were all…

"Scans indicate the energy knocked them out completely, they will need medical treatment." Streamline stated in determining those here that were just out of it & will need medical help. "Poor Artemis is out of it too." She helped lift up Artemis' body as her optic eyes were off.

"It seems like we're the only ones remaining in tact, but why?" Bantor ponders to wonder why they are the only ones that managed to make it out of that surge.

"Beats the Heck out of me?" Noctorro shrug off in not having any idea as much as anyone else.

"Are ye all Daff!?" Volpex remarked off in getting everyone's attention. "Look at us! It seems like it's because we're more Transmetal & Fuzor types managed to withstand that force." She pointed off in what was clearly the answer of how they made it.

"Hmmm…that would explain why us, & maybe for the children here that became Meta-Humans, managed to hold out better then the normal person." Jack-Tool rubs his chin to ponder in thinking that in a logical point of view; their bodies are different from normal Transformers.

"So does that mean that if only half of us are alright, then…?" Torca asked in knowing their numbers were cut down dramatically.

"Then it's likely the same over by the enemy's side." Zephyr-1 exclaimed in thinking it's not just there side that ended up like this.

"Sis, is dad gonna be okay?" Sora looked to her big sister in hoping nothing was wrong that their father wasn't waking even as she shook him.

"He will be Sora, I'm certain." Sari assured her little sister to not worry as they had to think about how to deal with what comes next.

At this time by the Predacons side, they too had suffered in their own troops were out of it. The Predacon count followed: Inferno, Waspinator, Blackarachnia, Razorclaw, Lazorbeak, Manterror, Iguanas, Spittor, Shadow Panther, Snapper, Double Punch, Buzz Saw, Manta Ray, Scylla, Sky-Byte, Ripteeth, Sling, Insecticon, Jetstorm, Powerpinch, Retrax, Drill Bit, Vice Grip, Drago Wing, Leatherhide, Venomess, Fractyl, Killer Punch, Archadis, Hardhead, Raid Jango, Rime Walrus, & even the big bot Transquito. But there were those seen getting up that managed to endure the Energon Surge & they too, were different then most: Megatron, Tarantulas, Knock Out, & the big bot Hardshell, followed by some Fuzors: Quickstrike, Buzzclaw, Sky Shadow, Terragator, Injector, Toxica & the other big bot Volga.

"Ohhh….that was unpleasant?" Toxica groans in feeling like some part of her ached from what happened.

"Aye! You're telling me!?" Terragator crack his neck to get the feel in his joints after that occurred.

"Ugh…how's my handsome face?" Injector moans to ask a simple question; which was his looks.

"Bah! Who cares about such things! We just got hit by some weird Energon Surge by those Aliens!" Buzzclaw protest in knowing that the bigger issue was what hit them

"Ugh…A show of MASSIVE Force!?" Megatron groans as he grips his left fist in what the Aliens did just now. "Direct! And to the Point." He pointed his left hand's index finger in how the enemy wasted no time getting on with their work in handling them. "I do like these Aliens." He then smiled to point to himself; seeing the Aliens horrible actions he finds enjoyable to his own taste of conquest.

"Uuuagh!?" Tarantulas groans to shake himself up after what hit him. "If we weren't ALTER...by that Quantum Surge…Your FRIENDS would have us ALL In STASIS LOCK!" He pointed to remark a fact at Megatron that he may enjoy how the Aliens do things in trying to wipe them out, as they would be in the same state as everyone else had some not become Transmetals & Fuzors from the Quantum Surge that hit them to strength their bodies.

"Ye-es-s-s-s…I must 'Talk' to them about that?" Megatron replied off in thinking it's time he chatted with those trying to finish them off: soon he was stomping on over towards the metal door entrance into the Metal Hunter.

"Hmmmm?" Tarantulas rubs his chin to hum to himself; being intrigue to see what happens next.

"Something on your mind Tarantulas?" Knock Out was seen noticing that the spider bot had a little sneaky expression he was hiding.

"No…nothing at all." Tarantulas shook his head to pretend that it was nothing; much to the Pred doctor's curious find.

"What now, our entire troop has been cut down!?" Sky Shadow asked in seeing they were down a lot of troops.

"Does it matter! I will gladly slaughter every Maximal within an inch of my presence!" Hardshell issued forth that he will end whoever it is that comes & gets in his way.

"All those that stand on the battlefield, shall face a brutal foe at the end of my weapon!" Volga remarked forth in preparing to engage in a brutal combat.

Many of the Preds active chatted a bit on their own thoughts while their leader was elsewhere. Megatron approach the Metal Hunter which on the hatch was an alien symbol on it. He touches it as there was no response from such action.

"Hmmm…no reaction?" Megatron narrows his eyes in coming to terms in what this structure was doing. "They MUST know we're here?" He ponders that from earlier this alien structure attacked them: but now…it does nothing. Why is that?

"The Surge used MOST of their energy. We must act NOW before they Power Up!" Tarantulas grasp his hands in stating the Aliens must have used all the energy in the structure; now's the time to act before the enemy can strike them back.

"Grrr…/Beep!/Clip!" Megatrons by the spider's paranoid act before he pulls from his back compartment the Alien Disc. But as Megatron studies the disc., he notices a familiar symbol on the hatch door relating to the 4th Alien Site, this intrigued to put a smile on the Predacon Leader's face: perhaps there is a connection…

"Boss You Better…" But then Quickstrike was heard interrupting Megatron's train of thought.

"Silence You Fool! This is Crucial!" Megatron lectured Quickstrike that he's on a groundbreaking effort to figure out the alien structure.

"Better listen to him Megatron!" Then a voice was heard that earn the Preds attention: to see on the rocky boulders was Optimus & his active team.

The only Maximals seen active were those that are Transmetals, Fuzors, & even the Meta-Human children. Now on the Predacons side had those active that were also just Transmetals & Fuzors.

"As you can see, I'm rather busy securing this Alien Base at the moment, Primal?" Megatron shrug off his shoulders to remark of what his attention was focused on. "But I'm sure I'll have time for 'You' later." After having said this, Megatron turns his head to Tarantulas to give him a signal nod as the spider Pred nodded back.

"Hit'em Hard!" Optimus issued an order as he pulls out his blaster gun to take aim.

"Beep-beep…" But Tarantulas push some buttons in his hidden left wrist compartment. "Bleep!" Then the strange spike devices that were placed in the ground earlier, started to become active. "Trusvhm…/POwwwvhmmm…" Then a strange energy barrier shield appeared surrounding the alien structure when the Maximals opened fire. "Thouspvhm…" But what happened after was the shots were repelled back.

"Whhah!?" Rattrap gasped in what they saw just happened.

"Watchout!" Odd yelled off in seeing this would be bad.

"WOOOAH!" Rattrap & Cheetor yelped as everyone leaped off the boulders to get to cover.

"KABOOM!" Luckily the shots exploded on the boulders cover. But now surrounding the alien structure: Metal Hunter, was some kind of star pentagon shape energy shield barrier that looked like a spider's web.

"Tehhh-Hahahahhh…" Tarantulas let off a creepy laugh in having surprised the Maximals with this little encounter.

Megatron smiled in seeing that Tarantulas came through to keep their enemies at bay while focusing on the alien objective. Megatron turns to look at the vessel, held the Alien Disc to study it. "Tap…/Beeeee…." Then as his right thumb touch the 4th symbol, it glowed bright green that also made the door hatch glow too. Then the door hatch slides open, revealing a deep & creepy spike style pattern hallway leading deeper into the fortress.

"Excellent!" Megatron issued in seeing how things are going along well; the disc allows him to gain access to this place.

"Are we going in…There?" Quickstrike takes a peak to ask in feeling a bit spooked in venturing into the unknown alien structure.

"That IS the general idea." Megatron issued off to state as he slides the disc. back into his back compartment.

"Seems kind of dangerous? Better let you Big, Strong Bots take point." Toxica exclaimed to think in allowing the males to handle things.

"Well if anyone's damage, I'll happily help myself…to a few spare parts." Knock Out shrug off to simply say what the doctor has in mind; which seems to only help himself to free limb parts.

Soon the Predacons all transform from Robot Mode to Beast Mode; preparing for what they will encounter inside.

"Megatron! DON'T!" Optimus' voice was heard calling out to try to stop those from entering.

"ROAArrrr!" Megatron turns to let off a metallic T-Rex roar of hearing someone try to stop him from entering the alien stronghold.

"Listen to me! You've seen what the Aliens can Do! Their Power is BEYOND what you can Imagine!" Optimus was seen outside the Energy Web Dome with the rest of the Maximals: trying to warn Megatron to not dare venture where he may not come back afterwards. "You CAN'T Control It!" He knows Megatron wants to control the power the Aliens are using, but it's too much for anyone to handle.

"I…AM…Power!" Megatron remarked off about who he is when it comes to terms of power.

With enough said, Megatron begins to turn around to enter the alien structure with the other Preds already venturing inside ahead of their leader. After that, the Metal Hunter's hatch doors slide shut, cutting off the Preds venturing into the hallway.

"Doh Maaan…Looks like we lost this one BIG Time!?" Rattrap groans to moan as he shrug off his shoulders to Optimus in having witness the setback in stopping the Preds.

"We lose when we quit. And I'm not ready to quit." Optimus Primal firmly issued to state a claim as he points to himself; stating if he never quits, he won't lose.

"I HATE It when he Talks Like That!?" Rattrap moans to complain when Optimus Primal turns to leave; because when the Maximal Commander says stuff like that, it's hard to say 'NO' to it.

"I don't know…it sounded very…inspiring?" Sora commented in how she liked how Optimus gave an encouraging speech.

"Ehhh, sure…you're a kid, heh…kids are easily moved by such things…and suckers like me?" Rattrap shrug off to simply say before signing in how that speech even gets certain suckers to not give up.

"BEAST MODE!" Optimus Primal announced forth as he transformed from Robot Mode to Beast Mode. "Cheetor…Silverbolt…Air Hammer…Noctorro…Streamline…Zephyr-1…Salvage…Torca…." He turns to address those present before him. "Get Rhinox & Dinobot & every other Maximal back to base." He instructs those active to take their comrades that are in need of repairs. "I want them online as quickly as possible." He issued in wanting those repaired for just in case they need the numbers; in the worse case of events.

Cheetor, Silverbolt & the others who were mentioned nodded their heads in understanding their assignment before approaching to help their unconscious comrades. Torca transform to Beast Mode to provide everyone a carrying creature since it would be easier. Optimus walks like an ape near Rattrap, Jack-Tool, Bantor, Volpex, and the Lyoko Warriors along with the Sumdac girls, as it was just them to figure a way inside.

"Will everyone be alright?" Aelita asked in hoping those going back to the base will be taken care of even those that are organic human beings.

"A little CR Chamber can help get Dive-Bomb & Longrack back up to help quicken the repair work." William issued off to say in how the Maximals numbers will change after some professional bots are alright.

"While they do that, we got a real problem before us." Sari pointed in seeing the first thing is getting pass what is blocking them.

"Hmmmm, no doubt. Can we take that web out?" Optimus spoke off to those present in trying to figure a way pass this energy web barrier before them.

"Tricky…But…Doable!?" Rattrap shrug off to exclaim that the task will be tricky to pull, but it CAN be done. "And THEN What?" He shrug off his shoulders to ask what they do next. "Megatron's Inside that Tin-Check! An-And I'm fresh out of Can Openers!?" He complained that even if they breach the Energy Web Dome, how can they get inside the Alien fortress.

"Hugh…Well…we'll think of something." Optimus signed heavily in believing that when they reach that point; come up with another plan. "Let's do it!" He issued as he began to walk off leaving Rattrap behind.

"Oh…'We'll think of something' he says?" Rattrap held an index finger up to sarcastically repeat his commander's words on the next thing to do. "Now isn't that just…Prime?" He moans to complain that's all they need, come up with a plan on a fly.

"Relax rodent, sure it's not the best plan, but it's better then nothing." Volpex remarked to have Rattrap not be such a downer at times.

Soon everyone was gonna be scouting to figure out the best way to breech this Predacon defense to reach the alien base…

* * *

 **MEANWHILE**

 **INSIDE THE METAL HUNTER**

The scene changes to inside the Alien Fortress where we hear heavy metal foot stomps as Megatron was seen leading those with him deeper into the unknown alien structure. Wasn't long before they reach the end of the hallway path to an opening, as they have reach the center.

"Hmmmm?" Megatron hums as he gazes out to see if anything was suspicious ahead.

"Well looks pretty peaceful?" Terragator exclaimed in seeing nothing was happening: for the time being.

"Maybe, but the aliens may actually have a trap lay out if we step in without caution." Knock Out issued forth in having thought how they must not rush headlong without a plan.

"Well then there's only one way to find out, who's gonna be daring to enter first?" Toxica asked in who's gonna volunteerfor the dangerous part.

"Oh please, you have to be a fool to go out there uncertain?" Injector remarked in seeing one have to be a real goofball to plunge straight into danger.

Megatron & Tarantulas look to another in having some idea that things were apparently too quiet; uncertain if heading out was safe or not. Then looking around to anyone else around, all eyes slowly fell on Quickstrike who yelped from the stares.

"Hmhmhmhm…Grrarr…/Kehahahah…" Megatron & Tarantulas let off wicked laughter in seeing they found their answer.

"Ugh, why's everyone looking at me?" Quickstrike asked in not sure why everyone was looking at him; some even had sly expressions.

"I believe you are the voted member to go check for traps." Sky Shadow pointed off in what everyone was thinking.

"Uh-oh Gulp!? Quickstrike backs off a bit in having a bad feeling about this as he swallowed hard. "KICKfruvhmmm…/GUWAaaughh!" Then Megatron kicked the short Fuzor out into the open. "GRaaaugh…/CLANK!/UOoogh!?" Then he landed hard on the metallic floor which was a rough after being kicked. "Ugh…I'm not…I'm not…WHAH!?" He shook his head in seeing he was used to test for traps until he yelped at what he saw. "Hisisisis…/Oh Boy!?" His cobra tail hisses as he looks up to gasp at what he's seeing.

Quickstrike was in the center of a large platform center where different tube tunnels lead to other parts around. Above were strange clear tubes hanging over the ceiling while in the center was a light system shape like a bud hanging like a chandelier. In a corner was a strange big device that seems to power something. And finally in the center was a tall pillar of mystery. Megatron soon peaks out in humming to himself, as he began to move out in seeing there was no hostile actions; it was safe to enter.

"Hah! So much for a trap!" Hardshell laughed off in seeing there was nothing to fear after all.

"This is some WEIRD Bud House, Boss? It's too quiet?" Quickstrike turns to address Megatron with his shaky claws about what he feels about this place.

"It's weird, anyone would setup things to counter intruders, yet nothing?" Volga raised an eyebrow in seeing there was still nothing, wouldn't the aliens know they are aboard.

"Hmmm…your correct Volga? Still no reaction to our presence?" Megatron hums to himself in being curious; the Alien structure was not attacking them as it did back outside.

"Druargh Our Beast Modes hid us from their Scanners!" Tarantulas issued off a logical explanation of how the Aliens can't track them because they are not in Robot Mode.

"I Am DONE Hiding!" Megatron narrows his eyes in having had enough with hiding himself from the enemy. "MEGATRON – TERRORIZE!" He shouts this off without warning for his activation code. "GRUOORRAARrrughhh!" With a metallic T-Rex roar, Megatron transforms from Beast Mode, to Robot Mode.

"Oooooh!?" Quickstrike covers his head with his claws; bracing for the worse to happen.

"This won't end well…" Terragator exclaimed as he looked away in seeing a messy state was about to occur.

But to everyone's surprise, it was still silence, the entire Alien Fortress did nothing to respond against the Transformers.

"Um…okay, this is almost TOO weird for me to follow what's happening?" Toxica raised an eyebrow; just what the heck happened.

"Ahhh…My Theory Proves True!" Megatron exclaimed in awe & amazement of what he believed to be right. "The Quantum Surge which changed our bodies has rendered us…invisible to the Aliens!?" He expressed his own intrigue discovery that after the Quantum Surge change many Transformers to Transmetals & Fuzors: the unknown Aliens do not recognize them from before.

At this moment, Tarantulas transforms from Beast Mode to Robot Mode during Megatron's discovery relating to the Quantum Surge that changed them.

"More accurately…" Tarantulas stated off in having another way to phrase the topic. "We are ONE with Them now!" He held out his arms in proclaiming that since the Quantum Surge was composed of the Alien's technology & Energon powering the Planet Buster: the change that evolved/mutated Transformers has made them almost like the alien's advance tech themselves.

* * *

 **BACK OUTSIDE THE METAL HUNTER**

The scene changes outside the Alien Fortress where the web energy barrier making device was placed. And standing near one was the Maximals & the Meta-Human children trying to get pass the 1st defense.

"Well eh…it's your standard refracted web." Rattrap exclaimed in mentioning what type of tech they got dealing here as of now. "You can't blast it, so ye gotta…shut her off?" He shrug off his shoulders in how they can get pass this 1st obstacle.

"How can we shut something down if we can't break through?" Yumi asked in thinking this energy dome was made to make it hard to breech: how can they simply shut it down.

"Allow me to demonstrate." Rattrap issued forth in having just the thing to answer such questions.

"Better watch, Rattrap always has something handle for just such things." Ulrich whispered this to Sari & Sora to watch carefully.

"And those are…?" Volpex raised an eyebrow in wondering just what the metal rat has up his sleeves.

Then Rattrap opens a left wrist compartment to pull out a Demolition Charger before doing the same thing to the right wrist to pull another charger.

"Cool! What are they?" Sora replied off in never seeing such strange devices.

"Those would be Demolition Charges." Odd smiled off in knowing what Rattrap loves to bring onto the battlefield.

"You got it! Heheh…to shut this thing down is the key….which…we do with THESE Beauties!" Rattrap laughed off with a smug expression to show his little explosive devices. "One on this side…" As he said this he tossed Optimus one of the chargers. "One opposite." He explained how they can do this, place 2 explosive charges on different sides.

"But will that really work?" Jack-Tool asked in not knowing if trying to use explosives will help out.

"I think I see the plan, we perform a simultaneous action that can shake the balance & shut down the web dome." Aelita spoke in understanding what Rattrap wanted them to do base on a scientific viewpoint.

"Heh, looks like the pink girl shows her smarts to know the plan. What say you Boss Monkey, wanna blow something up?" Rattrap smiled off in seeing someone's got it, now if Optimus was ready to partake, they can begin.

Optimus looked at the Demolition Charger he had before looking at Rattrap to slowly show a sly smile: thinking that now they have something to help them get through the 1st layer of the Preds' defense to get to the alien fortress.

* * *

 **AT THE SAME TIME**

 **IN THE ALIEN FORTRESS**

The scene shows within the Metal Hunter, Tarantulas was seen typing into his left wrist device. He stood near a core device for the alien structure, & had his visor connector tech on to help him out.

"They hid like RATS, these aliens!?" Tarantulas clutch his fist in complaining how he's having a hard time learning anything & where their alien foes are.

Tarantulas continued to press his wrist for the controls before he taps on the core's button above. Suddenly a loud noise happened as energy streams were seen pumping through the clear tubes above the ceiling.

"There…" Tarantulas exclaimed in having gotten something to help them; getting control of this entire place.

"Well done Tarantulas…seems like we got this place up & running now?" Knock Out smiled in seeing the clever spider scientist can be helpful…when he wants to be.

Then something was heard that caused a smiling Megatron to turn & approach the center pillar stretching it's self downwards. When it submerge enough, Megatron looks over before discovering something: in the center looked like a place holder shape like…the Alien Disc.

"The interface!?" Megatron exclaimed in shock of what this was to his prior knowledge of understanding the alien tech: he smiled big at what this means. "You've done well." He turns to Tarantulas in complimenting the spider bot as he approach nearby. "Quickstrike!" Then he called out to those nearby as Quickstrike hiss in being nearby. "Keep an eye on our ally." He pointed behind him in wanting to make sure, Tarantulas doesn't try anything funny.

"He really holds a grudge against Tarantulas bailing out, doesn't he?" Toxica whispered this to Terragator nearby in what was going on.

"What can you do…if any of us leaves the Preds, they'll pretty much carry a grudge." Terragator shrug off to simply state how true such a thing can be.

"Bleep…/Beep…" Now Megatron reaches behind his backside to pull out from his compartment the Alien Disc. The Pred leader looks at the disc for a moment, held it up as if basking in his moment of victory before placing it on the interface which made the symbols glow. "Brriizzzvhum…." Then without warning, a sound was heard before a green cone of energy came down around Megatron's presence.

"GRUUAAArrrghh…" Megatron lets off a loud roaring scream as he fell to his knees; trying to endure this.

"What's this!? The Alien's finally made a move!?" Hardshell glared his bendy eyes at seeing a trap finally sprung forth when their guard was down.

"Hold on Boss, I'll get'cha…/TRIshvm…/GUAAAH!" Quickstrike was seen approaching, only to yelp as the energy field cuts him off.

"It's some kind of energy barrier, we can't get in." Volga issued to say in studying the structure that it repels anyone that tries to get in.

"And Megatron can't get out?" Sky Shadow pointed out that Megatron is stuck inside, feeling the pain beaming from above downward.

"GROOAAARRrrughh!" Megatron continues to let off his agonizing screams from enduring the pain.

The only one not concernly worried seem to be Tarantulas in gripping his fist to wonder: what happens after this & if Megatron makes it out alive.

* * *

 **OUTSIDE AGAIN**

The scene changes to show just outside the Web Energy Dome by the device, a beeping Demolition charger was seen place in the ground. Behind the boulders were Optimus' team preparing to blast their way through the 1st defense layer.

"Okay, time to blow us an opening!" Bantor yelled forth in seeing it's time to make some noise.

"Lets hope this works." Volpex signed to shake her head in hoping this plan works out well.

"Trust me, I'm a Demolition Expert! I know what I'm doing." Rattrap proclaimed to boast about his career in being an expert.

"Yeah, when you try." Ulrich rolled his eyes to sarcastically say this in knowing it's Rattrap's personality that's causing trouble every now & then.

"Hurry Rattrap, we have to get in there." Aelita asked the metal rat to quickly get them through that first obstacle set by the Predacons.

"Yeah! So blow it open!" Odd issued in being eagerly wanting to partake in this.

"Something wrong?" Optimus Primal asked in seeing Rattrap was being a bit hesitant: why?

"Well ah…You ah…DO Know, the Webs' the only thing keeping that Alien Toaster quiet?" Rattrap was seen briefing up with Optimus & the others about if they take down the Energy Web; who's to say the alien fortress won't react.

"BLOW IT!" Optimus gave the word to quickly blow that thing away without a second thought.

"Heeeh…You're the Big Ape!?" Rattrap signed in giving in, knowing there's no way to change his commander's mind when made up.

"Beep!" Rattrap then press the trigger for the chargers, and… "BOOOMMM…BOOOMMMM…" Two big explosions happened on two opposite sides of the area; which caused the Energy Web dome to vanish over the Metal Hunter.

* * *

 **DURING THE SAME TIME**

The scene changes inside the Metal Hunter, where a big earth shake was felt that the Preds inside yelp due to the explosions outside.

"Gaaaah! Where did that come from?" Buzzclaw yelped to panic in thinking the outside enemy was being active.

"Is it those Aliens again?" Injector asked in thinking the Aliens are responding again.

"No, that sound came from outside." Knock Out stated in narrowing his eyes: if the source was outside, could it be…the Maximals doing.

"Deh…The Maximals have Destroyed MY Web!?" Tarantulas clutch his left fist in realizing what happened outside: his Energy Web dome was breach just now. "Deh, we must STOP them from getting in!" He instructed those present about what they do less the Maximals take the prize of this alien fortress away from them.

"Well…What about Megatron!?" Quickstrike was a bit lost in wondering what they do; do they leave Megatron here to suffer when he needs help.

"He Will SURVIVE!" Tarantulas pointed off that Megatron will survive against such an endurance of pain. "Or…not!?" He muttered to grasp his right hand in thinking that in another case, the end of Megatron wouldn't be bad for him.

"Sorry, did you just say something?" Terragator raised a suspicious eyebrow in believing the spider bot is hoping Megatron won't survive.

"Nevermind! The Important thing is that this base remain in PREDACON Control!" Tarantulas issued off to tap his chestplate that they cannot lose this alien fort to the Maximals at any cost. "Now MOVE!" He lashes out to have those here follow his lead as he was seen walking off as many tried to figure out: stay for Megatron or fight the Maximals.

"Great, now we have to listen to someone who isn't much our teammate anymore? What's a girl to do?" Toxica signed to shrug off her shoulders in seeing they have to listen to someone that is no longer apart of their Predacon group.

"Well…Sheesh!?" Quickstrike groans off to say before he transforms into Robot Mode as his cobra arm hissed. "Fightin' Maxis sounds Good!" He issued off that he likes to fight some Maximals as he was seen going after Tarantulas' example.

"Let us engage in facing them!" Hardshell issued forth in raring to go into battle.

"You've read my mind! Grrr…" Volga growls in feeling he wants a real battle to fight in.

"Come along, there's no use staying here if Megatron lectures us for allowing the enemy to seize this place." Sky Shadow instructed the others as they all slowly transform from Beast Mode to Robot Mode to begin heading out.

"HOOrrrhhh…" At this moment, Megatron was still enduring the energy beam pressing down on him. "Urrghh-Urrrrrgh-GRUUuogh-ORRrughhh…GRUUUOOARrrugh! RROOAARRRrughhh!" He was enduring & struggling to not give into the energy beam as he opened his grip fist as he stared upwards: during the time, something hovered down that appeared like some upside-down 'T' thrown chair with spheres in the armrest. "HRUUAArrrgh…HUuurragh!?" Then during his screams, the beams vanished which gave Megatron a breath of relief. "Hmmmm…." He shoiok his head off before noticing; what was before him. "Ohh….Ye-es-s-s-s…" He muttered out in sounding very pleased indeed. "Hah-hah-hah, hah…HAH-HAH-HAH, RARRR-HAHAHAHAHHHhh-AAAHhhhhh…." Megatron began to let off a maniacal laughter as he stood up & arms held out in having obtain: victory!

* * *

 **AT THIS MOMENT**

 **OUTSIDE THE METAL HUNTER**

The scene changes to where Optimus' group hid behind a nearby rock as they looked at the alien fort's front doorway which was still shut.

"Well that's one thing out of the way." Bantor stated in seeing they gotten rid of that Pred tech.

"Now we just gotta get inside that alien fort!?" William stated in seeing the alien structure was the next obstacle ahead.

"Ehhh…Your Turn to think of something?" Rattrap turn to Optimus cause he did his part, now it's their commander's turn to think up a plan.

"We could try…knocking?" Optimus looked to Rattrap in making a half-hearted suggestion.

"Teh-yeah!? Like Megs is gonna invite us in for Oil & Cookie?" Rattrap remarked off to joke around in what their enemy will do if they just knock to request entry.

"Beee…/Trusvhm…" Then without warning, the front hatch door had it's mark glowed before the two slides opened up before those nearby. The group looked back in how that happened just now when coming up with a way to enter.

"It opened." Sari raised an eyebrow in seeing that just happened.

"Wow, what are the chances?" Odd scratch his head in seeing how that was convenient.

"Maybe they're getting ready to give our refreshments?" Sora stated in thinking about what Rattrap said.

"Doubt it." Ulrich shook his head in being realistic.

"Ehh you never know…course it's not that I couldn't use a little refreshment service myself?" Rattrap exclaimed in seeing how maybe the enemy will give them oil & cookies: who knew?

"Pow-Pow-Pow-Pow…" Suddenly without warning, the Predacons peaked out to instantly fire their weapons at the Maximals before ducking back inside. "Boom-Boom, Boom-Boom…" There were many explosions, but the Maximal group managed to duck down for cover before getting hit.

"You were Saying!" Volpex yelled out in seeing the enemy was shooting at them.

"Ho-ho! Now THIS is the Party I expected!" Rattrap peaks up to laugh off jolly to point a thumb at this being what he's talking about.

"Thosuvhm…/BAM!" Then Rattrap ducks down before almost getting hit by another blast.

At this moment, Optimus change into his Flight Mode as he hovered on his surf board, & brought out his metal mace weapons in each hand.

"LET'S MINGLE!" Optimus Primal issued out in deciding it's time they got up close to the enemy.

"Heheh…Right behind yah, Big Buddy!" Rattrap laughed off happily as he pulled out his blaster; ready to fight.

Soon Rattrap leaps onto Optimus' hover board as they rode off through the air.

"Lets follow their lead!" William issued to say in deciding to play follow the leader.

Now Yumi summoned her Over-Board where Volpex jumps on, then Ulrich summoned his Over-Bike which Bantor climbed aboard, & lastly Odd summoned his Over-Board with Jack-Tool standing behind him. Aelita summoned her Angel Wings to fly while Sari & Sora reveal a transforming jet-pack off their backsides to provide flight. Everyone follows Optimus' lead to fly & charge in.

"They're coming this way!" Injector alerted in seeing the enemies were approaching.

"SHOOT THEM!" Buzzclaw yelled off that they must keep firing.

"Yeeahh! Hah-Haahh!/Pow-Pow-Pow-Pow…." Quickstrike was heard laughing it off as he & the Preds fired their shots at those coming.

"Uuughh…WAaaaugh!" But as Optimus Primal flew around, he used his maces to whack the shots away from those approaching. "Hrruagh! WHaaurgh!" Optimus was still whacking the extra shots away while those with him that soar the air approach the Preds by the alien front door.

"Hang on…this are getting rough!" Odd issued as he used his Shield to withstand the shots fired.

"RUUAarugh!/Prusvhm-Prushvm…" Quickstrike quickly started firing more Venom Ray beams at the targets.

"GRaaugh…Guuuarugh!" But Optimus still managed to knock them shots away from touching anyone.

"Prushvmmm-Prushvmmm…" Quickstrike still tried to hit the targets, but…

"Goorugh!" Optimus again knock away another shot.

"Ah…That Jar-Headed Gorilla! Don't know when to Lay Down!?" Quickstrike moans to complain in seeing Optimus was just not giving up charging at them.

"They others are following, but that scrawny kid is keeping any from touching them." Toxica remarked in seeing Odd provided cover to keep any shots Optimus miss to knock away with a shield protection function.

"Well, is there a Plan B in mind?" Terragator asked off that they might be needing a new plan soon.

Suddenly without warning, the entire ground was under an earth shake that made some yelp…

"WHA IN TARNITION!?" Quickstrike yelped in where this earthquake was coming from.

"The ground's shaking! But why?" Sky Shadow exclaimed in not understanding what was happening without warning.

Suddenly Optimus began to slow the group flying at the enemy, as he gasped in what he saw was occurring…The entire Alien Fortress began to lift off the ground without warning. Even the Preds by the entrance couldn't believe this; something must have happened inside, the aliens might be attempting a counterattack…

"I'M OUTTA HERE!" Quickstrike yelled off as he didn't wanna stick around & jump off the ship.

"GRUAAAArrugh!" Tarantulas screamed as he too jumped off the Alien Fortress lifting off.

"Oh Boy! JUMP!" Knock Out exclaimed to alert those that they must leave if the Aliens are now active: soon the other Predacons leaped out to get out when it seem like they had to leave.

Even the Maximal side watched in seeing the Alien structure taking off like a spaceship. Even the children watch in shock of what was happening, which meant big problems of an unexpected action.

"This…Is Bad!?" Rattrap exclaimed in knowing this was not a good thing to see.

"Oh This is Bad Day…." Jack-Tool expressed his own thoughts and worries in what they see.

"Trusvhmm…/Wrusvhhmm../PRUSfruvhm…" Suddenly an edge part of the alien vessel rotated to point, charge a green ring glow before firing.

"TROpowvhmm…/GRuuagh!/WAAaaugh!" The green alien energy sphere impacted Optimus as he defended, but it bash him off as he & Rattrap screamed.

"WAAAaugh…./TOPvhmm…/GUUUagh!?" While Optimus fell on the ground unconscious, Rattrap was seen flying backwards screaming before he hit the far backside of boulders with a loud yelp cry.

"Optimus! Rattrap!" Aelita called out in seeing their friends were knock out.

"Ugh Guys! It's charging up AGAIN!" Odd alerted those in seeing that the freaky alien base was charging up another shot.

"Trusvhmm…/Wrusvhhmm../PRUSfruvhm…" Suddenly an edge part of the alien vessel rotated to point, charge a green ring glow before firing.

"TROpowvhmm…/WAAAAAhhhh!/AAaahhhh!" The second green alien energy sphere impacted that Odd's Shield absorb until it couldn't handle it, & imploded to knock him into the others.

"Guuuagh!?/WAAaughhh…" Aelita was knock out of it when she landed while the others landed where Rattrap was station behind a boulder.

We see the unconscious state of Optimus & Aelita on the ground, & during that time the shaking finally ceased. The Metal Hunter appeared like a metallic pod side hovering above in the canyon valley as it was seen by the Predacons nearby: Quickstrike & Tarantulas.

"Now ain't dat a sight?" Quickstrike issued this off to Tarantulas in seeing such a shocking thing.

"So…is it over?" Terragator asked in pondering if that was it now.

"Vrushvmm…" Suddenly the bottom of the Metal Hunter glowed a bright green before firing a ray beam from the bottom portion.

"Huuugh…Augh!?" Tarantulas gasped in what he saw happening as he & those with him stared in silent shock.

"What is that!?" Hardshell yelled out in what they are seeing.

"Something not good!?" Volga exclaimed that this was something not good.

The Metal Hunter's emerald rays expanded to cover the area in question.

"Ehhh?" Rattrap suddenly began to get himself together, only to look up ahead with widen eyes.

"Rattrap…hugh!?" Sari was next to peak up only to yelp in what the metal rodent saw.

The strange alien rays expanded to slowly reach where the active Predacons were at.

"NOoooooaaahhh…." Tarantulas held his hands over his face, not wanting this to happen to him.

"WAaaaahhh!?" Toxica screamed as she tried to hid behind Terragator who stared blankly at what's coming now.

Soon Tarantulas, Knock Out, Hardshell, Quickstrike, Buzzclaw, Sky Shadow, Terragator, Injector, Volga & Toxica were all enveloped by the alien ray beam: but what happened was they were being levitated upwards. At the same time, even the unconscious Predacons taken out were levitated up with the rest. And the same thing was done when the alien's ray beam enveloped an unconscious Optimus Primal & Aelita which got lifted upwards.

"Uh oh! It's heading this way!" Sora peaks out to notice what was heading for them.

"Everyone duck down!" Sari instructed as she pulled her little sister for cover.

"Huuugh…" Rattrap gasped in seeing that stuff was coming, before he ducks down under the boulder cover.

And when the alien ray came by, because Rattrap & the rest hid behind cover, the rays never made contact. But everyone else that was caught were lifted up high above even those still active squirm a bit to struggle. Wasn't long before the Metal Hunter brought the emerald ray beams to fill the entire hidden canyon to a stopping point with those caught in the front of it. "WRrusvhmmmm…" Then something was happening, the entire surface metal was morphing to take the shape head figure form of…Megatron!?

"Megatron!?" Tarantulas mutter out in surprise to see Megatron's face on the alien structure vessel.

"But what's HAPPEN to him!?" Injector asked in not knowing what became of Megatron.

"Has he become part of the alien structure?" Buzzclaw asked in thinking it's something freaky.

"No…I say it's more like a manipulation to form a figure by someone inside…" Knock Out exclaimed in having to make a guess by a doctor's point of view in tech wise stuff.

"DRusvhphm…" Suddenly without warning, the area of the eyes lit up as bright emerald headlights: as if revealing someone was awake & could see everything.

"Neeeh…Where Are The Aliens?" Tarantulas was slightly taken back & surprised by this developments but had to know: where were the aliens, are they still aboard the Metal Hunter?

" _ **I Control Their Weapon!**_ " The Megatron Head Figure spoke forth as the same emerald light escaped out of his mouth when he spoke in a deep demanding tone of metallic voice. " _ **It Does Not Matter Now!**_ " He announced that with him controlling the alien's own weapon, they could do nothing against him at this moment.

"Dehh-Heh!?" Tarantulas lightly clutch his hands in almost sounding disappointed in hearing the news: of the aliens were not aboard & that Megatron apparently survived his ordeal. "You've Succeeded!...My Congratulations…" He issued off in commenting & praising how Megatron managed to obtain a huge victory: trying to butter him with words.

" _ **Indeed!**_ " The Megatron Head Figure responded in taking such praises as they come of his success. " _ **And Having Done So…Our Alliance Is Now…Ah Terminated.**_ " He proclaimed forth that having achieved victory in acquiring the alien construct, his team-up with Tarantulas…is now over.

"Truspvhmm…" Suddenly the emerald light around Tarantulas expanded, which because it kept him hovered above ground hover…gravity took over.

"NOOOAAAAaahhhh…." Tarantulas was heard yelling this out as he plunge down from such a far height… "CLUPvhmmm…/GEEuuuaagh!?" Then when he hit the ground, the spider bot made an aching cry from the pain he felt.

"Truvshpmm…" Soon the emerald light reappeared over Taranulas' area, now having let the bot go under Megatron's will.

" _ **And Now, For The Rest Of My LOYAL Troops!**_ " The Megatron Head Figure proclaimed forth in deciding to handle those that unlike Tarantulas: were loyal enough & 'smart' enough to not leave him.

"Trus-Wrupvhm-Wrupvhm…" Then from the bottom pod stick area, released a purple flow of energy that expanded over the green emerald ray beam wave. "TRopsvhmm…" Quickstrike & the others yelped when the purple energy went by, but did nothing: but it did do something for the Predacons that were unconscious as they glowed a white color.

"Waaaahhh!/Ugh-Uuuagh!?" Inferno made a loud yawn sound while Blackarachnia ached from what happened. "Haaaahhh!/Uuuugh!?" Inferno suddenly noticed where he was as Blackarachnia too noticed what happened.

"Ohhh MAN! Do I have the MOTHER of All Headaches!?" Sling exclaimed in feeling like he's head aches something fierce.

"Wha-Wha, What happened!?" Sky-Byte came around only to notice where they were.

"Lord Megatron…" Shadow Panther saw Megatron's face on the surface of the alien structure.

"It would appear we awaken at a good timing?" Drago Wing exclaimed in seeing they awaken at a perfect timing, base on what they awoke to find.

While all of the other Predacons were revived, only Optimus Primal & Aelita remain unconscious.

" _ **Ah Bring Our Honored Guests Inside.**_ " The Megatron Head Figure issued off in wanting to bring some new company inside the Metal Hunter. " _ **There Is GREAT Work To Be DONE!**_ " He boldly proclaimed forth that there is much to do at this point.

"Frroosfruvhpm…" Suddenly everyone became a blue beam that zipped down to the bottom alien structure center; apparently being beam in. "Wrrusrupvhmm…" At that time all the emerald lights from the ship, even the figure head's eyes & mouth cease glowing. "WRuvshmmm…" With that done, the metallic surface structure began to morph down to what it was before.

"Optimus!" William called out in seeing Optimus got taken.

"Aelita!" Yumi called in seeing their pink haired friend was also snatched.

"They just went inside that thing!?" Ulrich stated in what they saw was way beyond anything they imagine.

"Oh Man!" Rattrap was seen mopping off in what just happened: Megatron's got control of an alien vessel, the Preds are gathered aboard, & Optimus along with Aelita got abducted inside the Metal Hunter. "What Else Can Go Wrong?" He shook his head in thinking nothing can be worse then what has just happened now.

"Trovhmm…TROOSSsfruvhmm…" Suddenly without warning, something made Rattrap gasp in seeing the Metal Hunter glow blue before an energy beam was shot upwards in the sky. "Fruspvhmm…" At that time, the entire Metal Hunter vanished up into the air, with the enemy & captives gone with it.

"Well this is the part where someone says you had to ask? Can it get any worse now?" Odd exclaimed in feeling like karma aims to respond: but can things get any worse then this.

Rattrap still had a gaping mouth in seeing that all happened: the Predacons just up & left them: what did it mean. The other Maximals couldn't believe it, what could they do without their leader. Suddenly a clicking sound was heard that broke those out of a daze state to look to the side…

"Heh-heh, heeeh…heeeh…" What was seen was Tarantulas, apparently very dirty from his ground impact; but he was exhaling & pointed his weapon at the targets.

"Oh great! Once again…I 'Had' To Ask?" Rattrap made a remote dry express face in seeing he had to go & ask for unneeded trouble at this time.

"Too bad he's alone!" Bantor issued off to narrow his eyes as the other Maximals brought out their weapons too.

"Take another step and we'll fire!" Volpex firmly stated as she had her four tails behind her back aim to prepare to fire.

"Heehhh…I want to have a little chat with you Maximals." Tarantulas exhales again before having said something that caught their attention: he wants to chat with them, was it some trick. "That is…if you care about getting back your commander and The Key ever again!" What was said got everyone's attention, what did the spider bot mean by that…

Just what is going on with so many weird events happening….

* * *

 **MEANWHILE**

 **IN AN OLD REMOTE SITE**

The scene changes to a strange snowy mountain top, a familiar energy beam down over the hole. And soon appearing was the Metal Hunter that had warped it's way to the location. Inside the alien fortress ship, Optimus Primal was seen in cable restrains wrapped around his wrist to be left dangling in the air while unconscious. And nearby was an image screen that showed the Metal Hunter's current location over a mountain with a large hole at the top. We see Megatron in the alien's hover command chair as he hovers down before his assembled Predacons.

"Hey Inferno, doesn't that thing look familiar to you?" Drill Bit spoke up in feeling like that mountain seem to call out to him; but why.

"I know this place?" Inferno steps forth to speak in having; prior-knowledge of where they have appeared in. "It's where I & Drill Bit found the Alien Disc." He issued to say that where they entered, was precisely the location that the discovery of the Alien Disc. lay dormant inside the mountain.

"So this is the place where we obtain intel about the Aliens?" Snapper issued off in seeing this is where things started.

"Oh yes, who could forget…after we found the disc., those Aliens came and tried to blow up the planet!" Double Punch remarked off in having not forgotten past experience from way back when…

"Duuuuh! What are we even Doing here?" Blackarachnia groans to remark off in asking why they are here sight seeing. "Why aren't 'We' Attacking the Maximals!?" She shrug off her shoulders to ponder why they are not attacking their enemies with the new alien vessel under their control.

"I gotta agree with the black spider! With this Alien Spaceship, we can DESTROY them!" Ripteeth exclaimed in seeing they have the perfect weapon to finish the Maximals.

"I'm not the only one who thinks it. So why aren't we doing it?" Blackarachnia asked again for Megatron to give them a good answer.

"Eh Patience my dear spider…" Megatron held up his right hand to calm Blackarachnia's ill-manner in seeing they should be attacking about now. "Let them prepare to defend. It will give me Time to achieve my REAL Goal!" He proclaimed forth that he will allow his enemies time to prepare, which during the time…he will accomplish his real goal to which remains; unsaid.

"Real Goal? My…how mysterious?" Venomess raised an eyebrow in finding this to sound very interesting.

"Yes…even I'm curious to hear more." Scylla raised an eyebrow in thinking Megatron must have a bigger agenda then they realize.

"All in good time." Megatron issued to say in only saying as much as of this moment. "Waspinator! Inferno! Lazorbeak! Manterror! Buzz Saw! Jetstorm! Archadis!" Then Megatron turns his head to speak to those nearby. "I have a Most Important Job for you." He firmly stated that he's trusting those he called with an important job to be performed.

"NRuuurraahh…Final Wazzpinator get Important Job?" Waspinator stands next to Inferno in liking the sounds of this: he's given a big important job which almost never happens.

"It must be something, so what is it?" Buzz Saw raised a curious question: they never get important jobs, this time it must be very big indeed.

"Go back to our base & bring forth all the canisters that contain Trans-Warp Cells. We will be needing them to power this ship." Megatron issued to explain what his reason of being was that earn many to be surprised: did that mean… "Many of the others will keep watch over all areas while those with…unique technical skills…prepare a special capsule…for our greatest catch of all." He explains the next steps here while signaling the discussion towards…another manner of importance.

Many eyes soon turn to fall onto where an unconscious Aelita was on the metal floor. Megatron smiled big in seeing at long last, they have acquired the Key, the greatest power they took from Cybertron, is at last back in his hands.

* * *

 **MEANWHILE**

 **BACK AT THE MAXIMAL BASE**

The scene opens within the Axelon where Cheetor & Silverbolt were working around the Command Center's consoles. Running some programs, pressing buttons, having the monitors show diagrams & readouts; trying to pick up anything on their scans. This was mostly to help determine where the alien structure: the Metal Hunter, went off to after it disappeared from where it first appeared.

"Any luck?" Aquarius asked nearby from having just been cleared & repaired.

"Not a thing…one minute it's there, next…gone." Cheetor shrug off to state in what they were doing to keep watch of the alien object; vanished next minute.

"Man, these alien things really don't stay in one place if they're not built into the ground." Jackrabbit signed to shake her head in feeling like the aliens keep messing around with them.

"Huugh…I would have more luck finding that Alien Horror with my Nose!" Silverbolt signs to moan off that he have a better time trying to locate where the alien structure was by scent since the system here can't pick up anything.

"Not much we can do….in fact, only half of our group is even up and about. Longrack and Dive-Bomb are working overtime." Lynxa shrug off to explain how they are still kind of short handed with some bots working overtime with the CR Chambers filled up.

Suddenly a loud noise was heard before the scene focused around the CR Chamber. And coming out of it was a wozzy Rhinox…

"Uuuaagh…" Rhinox held his head from feeling a bit wozzy in regaining his senses. "I'm getting SICK of waking up in the Slagging R Chamber." Rhinox remarked to point at the CR Chamber; feeling like he's had too many times needing repairs done.

"Better that then the Scrap Heap!" Dinobot was seen walking nearby to remark Rhinox's words about being thankful they are still functioning or they be scrap metal by now. "Grruagh…Grugrugh…What is the situation?" He stops to look at those working by the console monitors; wanting to know what's been happening lately for those that were out of action.

Just hearing the request caused those that only know little to think on how to respond to that…

"Would you believe…we're not sure?" Cheetor shrug up his arms in stating they are as clueless as those that just woke up.

"It's true, almost a few nano clicks ago, the whole thing just up and vanish off the grid." Mach Kick

"Hmrr-GRraaurrghh…." Dinobot was heard snarling in showing his teeth: not taking that as an answer that even helps them out of the situation with the Alien problem.

"Beep-beep-beep, beeeep…" Then without warning, something from the system was going off that interrupted things…

"I'm scanning some units incoming!" Silverbolt spoke in pointing on the monitor the digital map displaying red dots coming in. "One is Rattrap…followed by Jack-Tool, Bantor, Volpex, then there's the human children William, Ulrich, Yumi, Odd, even Sari and Sora…" Silverbolt tap a button that showed the red Maximal Icon for those mentioned which displayed digital Beast Mode bodies on the top left square monitor side and human figures near another side. "The other one behind them is…Tarantulas?" Silverbolt responded confused when the second red dot revealed a different icon in revealing the yellow Predacon Icon & displayed Tarantulas' digital Beast Mode on the bottom square screen.

That caught many of those in the base's attention, even Dinobot looked to a surprised Rhinox when hearing the news. Why in the world was Tarantulas coming here with present Maximal company. It just didn't make sense.

* * *

 **ELSEWHERE AT THE TIME**

Soon we see the Predacon Fliers soaring through the snowy mountain tops carrying metal cargo crates. First seen are those in Beast Mode were Waspinator, Lazorbeak, Manterror, Buzz Saw, Jetstorm. Next are those in Robot Mode which were Inferno & Archadis.

"Hmph! Wazzpinator not THINK thizz JOB zzo Important!? Hmmm?" Waspinator buzzed off to remark in thinking the job he was given is just more labor work: nothing out of the ordinary.

"Every Job from the Royalty is a GIFT!" Inferno heard that comment before issuing forth this declaration of seeing what they do is a gift every loyal soldier should happily perform without complaints.

"Powwfruvhmmm…/NRruuagh!" Then Inferno ignited his thrusters for more speed which knock a yelping Waspinator a bit back before he recovered. "Ant Bot is Major…Zzzuck-Up!" Waspinator remarked off in seeing that what Inferno was, is a bot that doesn't know anything except being a soldier that sucks up to do whatever Megatron commands him to do without question.

"Arrrr...he is hard to figure out." Lazorbeak squawks a bit from understanding that dealing with Inferno's whack out program mind is tricky.

"Enough of your complaining, we have to deliver these at once." Manterror instructed those that they have to finish what they are carrying.

"Heheheh…having a working spaceship, I wonder what we'll do first?" Jetstorm chuckled off evilly in thinking that with a spaceship, they may even leave this world behind.

"As long as it does not disturb or ruin one's beauty, I'm good either way." Archadis remarked to calmly & coolly stated in how he prepares things.

"I'm certain this extra labor will get us in good with Lord Megatron. He's in a very good mode now that we have not just the ship, but the REAL prize as well." Buzz Saw commented off in trying to see real value, especially since Megatron has been in an excellent mood lately.

With everything said, the Preds are continuing to perform their 'Important Job' without delay…

* * *

 **NOW**

 **AT THE MAXIMAL BASE**

The scene opens around to reveal Tarantulas who was looking around. And pretty much it was because he saw he was inside the Axelon, & all of the Maximals had their weapons out against the Predacon that entered their base. Course Rattrap and his group were a bit slow in pulling a weapon out to keep the Pred from doing anything; almost a bit hesitant?

"We're wasting Time here!" Tarantulas snapped off against those wasting time pointing weapons at his presence. "Give Me Access to your Scanners and I'LL Find That Alien Base!" He issued to declare that he was here to help those find where the Metal Hunter had gone & disappear off too.

"GRUUOOARrrrgh!" Then Tarantulas yelped as a Rotating Tail Sword was pointed at his neck from a growling Dinobot nearby. "Or Make Us Vulnerable to be Attack 'By' It!" Dinobot snarled off in glaring at what the scheming spider was trying to pull over their eyes. "I say Eliminate Him NOW!" He issued froth that Tarantulas is too dangerous & should be dealt with without delay.

"It's true, we do not know of your intentions?" Leo stated in seeing that Tarantulas could have another motive.

"But so far, you're the least trusting bot we know, and the creepiest." Override stated in narrowing her eyes in seeing this bot, is creepy to even trust one's back turn to him.

"Listen to me. If Megatron Meant to Attack…He would have DONE So!?" Tarantulas held out his hands & wave out his arms to explain that knowing Megatron: he would have attack the Maximals without a second thought but he hasn't. "He wants you to Remain Here! I Want to know WHY!?" Tarantulas issued off in grasping his fingers together that he was lost as why Megatron wanted the Maximals to defend themselves: he seems to have another objective he's not aware of.

"SAYS YOU! I'M With Dinobot!" Cheetor snapped off at the creepy Pred in remembering what Tarantulas did to him long ago: the spider bot can't be trusted. "SLAG HIM!" He yelled off that they can't trust anything Tarantulas says, not after what he's pulled in the past.

"Cheetor's right! You NEARLY made a MEAL of Him!" Jackrabbit protest in rmemebering the story of when the young cadet was almost someone's lunch.

"Ugh, now that is both DISGUSTING, as well as disturbing!" Aquarius yelped in disgust in just having heard this.

"Oho yeah, looks like the votes are in against you spider! Off With His Head!" Grizzly-1 issued off to say before preparing to blast the guy into pieces.

Seeing the situation was very complicating, Rhinox turn to speak with Rattrap in private.

"Rattrap…You and the other brought him in? Care to explain why?" Rhinox whispered in wondering why Rattrap and the rest of his group had brought someone like this before them; what was the point.

"Ehumm…More like 'He' brought Me and force the others to listen!?" Rattrap shrug off in sheepishly stating he was 'Forced' to bring Tarantulas here. "All I know is that Optimus is Inside that Alien Locker! And right now…That Spider's our BEST chance to get him back!" He issued off to wave his gun hand in the air in explaining what happened & that they need Tarantulas to aid them in their rescue attempt.

"Wait a second, are you sure…?" Snarl raised an eyebrow in trying to understand if what was said is true.

"Believe me, I wish it was not real. But outside any of us, he's been inside that alien spaceship. He may know how to find it where we can't." Jack-Tool shook his head to unfortunately admit that what they are saying is no lie.

"Hmmm?" Rhinox hums to himself in having heard this before turning to look at the Pred Scientist. "Beep! Beep! Beeeep! Beep-beep!" Then the big green bot press a nearby button on the center console table along with a few other buttons in preparing things. "Do it!" Rhinox firmly stared at Tarantulas in ordering him to do what he can to find the Alien Base…for the sake of rescuing Optimus. "Carefully…" He politely stated in letting the Pred know to be careful in what he does; one wrong slip up & that's it…

"Make even one wrong move, and consider yourself WRECK!" Bonecrusher remarked in threatening the spider to not try anything sneaky, cause it'll be clobbering time if he does.

Soon Tarantulas turns himself over to press a few buttons on the center console table, bringing up a green light display…

"Teeeh! Your Scanning System is PITIFUL!?" Tarantulas remarked in seeing this type of working equipment fails in comparison to a more advance tech for scanning function needs. "Did you learn NOTHING from the Alien Disc?" He remarked off as he brought up a green digital map of a mountain area: but he's surprised that the Maximals never used what was found on the Alien Disc to help advance their tech.

"We nearly had something until YOUR Side Stole it!" Armordillo remarked off that they could only learn so much because the enemy stole the Alien Disc. back.

"Breep…Breep-breep…" Suddenly the digital map changed to show a familiar Alien structure spaceship: the Metal Hunter along with some yellow Pred icons flying nearby it.

"Hey! It got something!" Razorbeat exclaimed in seeing that Tarantulas managed to locate something after all.

"Hugh…Scan those Fliers?" Rhinox hums before firmly narrowing his eyes in wanting Tarantulas to help determine what the fliers were up to.

Tarantulas typed a few keys on the center console table before he & everyone got results.

" _Trans-Warp Signatures Detected._ " Sentinel's voice was stating what it detected from the fliers; they are carrying some valuable stuff.

"Slag!" Tarantulas cursed out loud as he narrow's his visor eyes at what this meant. "They're Carrying TRANS-WARP CELLS!" He lashed out loud to look to those behind him of what the Predacons are plotting. "We Must Attack AT ONCE!" Tarantulas yelled out that they must begin attacking before it's too late.

Rhinox heard Tarantulas' statement to be gasp in surprise before narrowing his eyes firmly: knowing things have gotten a lot more problematic then before.

* * *

 **MEANWHILE**

 **ABOARD THE METAL HUNTER**

The scene begins to open around Optimus Primal still a captive aboard the Alien fortress spaceship.

"Hugh…Uuuuagh!?" Optimus Primal slowly began to reawaken himself around this time… "Uugh!?" Then he felt something around his wrist: he was restrain.

Nearby Optimus noticed Inferno, Quickstrike & Waspinator working around the Core control of the alien structure: they were hooking up to connect many Trans-Warp Cells. Then he turns to his left side in noticing Megatron in an alien hover command chair speaking with Blackarachnia.

"Trans-Warp Cells are Hard-Wired!" Blackarachnia pointed out to explain to Megatron of their progress.

"Excellent!" Megatron responded in being glad to hear this news: then his notice was turn to Optimus who was…no longer unconscious. "Ah-Hah! Optimus Primal?" He spoke off with a pleasant tone in his voice as Blackarachnia turn to see the Maximal Commander was also awake. "How Good to see you Awake." Megatron replied off in being glad Optimus awoke as he made his hover command chair levitate upwards. "I wouldn't want you to miss our voyage Home!" He proclaimed that he wants Optimus awake for where they are about to head off towards.

"Home!?" Optimus Primal responded puzzled in having heard what Megatron just said now. "Your taking this thing…?" He shook his head to get around the idea; was Megatron planning to actually…

"Back to Cybertron. Ye-es-s-s!" Megatron finished as he smiled off to tap his fingers on the sphere arm rest: he's about to fly this alien spaceship back to their home world: Cybertron. ""

"Aelita!? What did you…" Optimus gasped in seeing what has happened to the girl.

"The Key is safely secured within the capsule lord Megatron." Leatherhide informed Megatron of their work in securing the Key.

"Life signs are stable. We're in the clear." Fractyl reported how they have everything ready that nothing will go wrong.

"Excellent. Have her capsule plugged into the alien spaceship. I'll be curious to see what happens when the power of the Key is truly channeled." Megatron issued forth to give the next order as he smile with intrigue on what other things they can do when harnessing the Key's potential. "After all, this ship is now under Predacon rule. What better time to make our return home then with all the pieces brought together." He proclaime din having all the necessary pieces he needed.

"Y-Y-You Can't!?" Optimus Primal protest off in sounding flabbergasted by the idea. "Taking this thing to our home world? Who Knows what the Aliens might DO if they become aware of Cybertron!?" Optimus tries to debate that if the Aliens learn of where their home planet is: then they'll take their anger out on Cybertron.

"LET THEM! In Time I will DESTROY Them as I Will 'YOUR' Precious MAXIMALS! And The Autobots Too!" Megatron snapped off to angrily proclaimed that it doesn't matter: he will destroy his enemies from the Aliens, the Maximals, and even another surprise: the Autobots.

Blackarachnia listened as Inferno & Quickstrike approach in having heard Megatron's plan along with the other Predacons nearby to overhear this.

"The Boss…Sure Thinks BIG!?" Quickstrike issued to the others in seeing that when Megatron goes big, he really plans for BIG things.

"He has big ambitions for all Predacon kind." Vice Grip stated in studying how Megatron sees the bigger picture out of all of them.

"And with the Key finally with us, no bot is gonna stand in our way!" Rime Walrus exclaimed in smirking how they are playing their hidden cards when the time is right.

"YOUR MAD!?" Optimus Primal exclaimed that Megatron has truly lost it if he's being driven to such an extent. "Optimus Primal – MAXIMIZE!" He yells out forth to prepare to transform on the spot. "TRisisvhmm…/GRUUAAROOOUARRrrraaaagh!?" But instead, Optimus was given a blue surge of electric voltage: and it was seen that Megatron tap his finger on the sphere arm rest control for the alien hover chair by pressing an alien symbol before letting go.

"There Is NO Heroic Escape THIS Time, Primal!" Megatron remarked off in not allowing Optimus a chance to escape heroicly like the other times. "With YOU! The KEY! And This Weapon as Trophies!" He held out his hands in basking of what he's acquired. "The Predacon Alliance will FINALLY See…" He grasp his fist together in what he wants to show the other Predacons back home what he's gain… "That CONQUEST Of Cybertron…Is the ONLY…TRUE-PATH!" Megatron then opened one hand & held out the left hand to point out his vision of the future for all Predacons to share.

* * *

 **OUTSIDE THE METAL HUNTER**

The scene opens to show the Alien Space Fort still hovering over the snowy mountain area. But coming in from the air, Silverbolt & Cheetor flew in in Beast/Vehicle Mode while carrying Rhinox & Dinobot.

"Grrr…/HRrughmmm…" Dinobot & Rhinox made loud noises when they landed as the flying Maximals soar around the alien base.

"Bangbangbangbangbangbang…/GRUOOOARRrrugAAAAARRrrhhhh!" Rhinox was seen letting off a mighty battle cry mix with firing his Gatling Machine Guns at the target.

"POWFruvhmmm…/GRAARRrughhh!/POWFruvhmm…" Dinobot was seen kneeling for cover as he fired his Optic Beams at the bottom pod structure of the Alien ship.

Coming in afterwards were more Maximals which were being given a ride by the fliers or appeared from a Warp Gate that closed off: they soon got into position before making their next move.

"EAT LEEEEEED!" Grizzly-1 yelled off as everyone with him started to attack using long range weaponry.

"For The Honor…Of Cybertron!" Ivor proclaimed as he used his wing electric bow to fire arrows out.

"AWWrrroooo!" K-9 howls as he fired his missile launcher off against the target.

Everyone was doing their best to attack from any side to deal damage to the alien spacecraft.

* * *

 **BACK INSIDE THE ALIEN SHIP**

"Royalty! Maximals Attacking!?" Inferno spoke up in alerting that they are under attack by the Maximals.

"No doubt about that!?" Razorclaw remarked that they all could tell they are under attack.

"BAM…BOOM!" On a projection screen on the wall, everyone saw that the Maximals outside the Metal Hunter were bombarding the ship.

"They're actually able to cause some harm from outside?" Iguanas exclaimed in not believing what was happening outside the ship.

"Weird…but then again, there was the time the fake moon was capable of being destroyed." Sling raised an eyebrow in trying to recall if alien tech was unstoppable; which there were several occasions they can be destroyed including the Planet Buster for one.

"At this rate this ship won't leave this planet if it takes anymore hits…" Killer Punch narrow his optics in seeing how bad the situation will get if nothing is done.

"Better Cancel your Appearance Before the Alliance?" Optimus Primal looked to Megatron with a smart remark that at this rate, the Predacons won't get back to reveal a weapon like this to change the flow of keeping the peace on Cybertron.

"Oh On The Contrary!" Megatron held up his left hand to state something here. "A FEW More Captives will only ENHANCE It!" He firmly narrow his eyes that this battle will not ruin his plans; but display a show of power for all to witness it.

"Beeeee.." Then he press another symbol on the sphere arm rest; activating a new command.

"Trusvhmm…/PRUSfruvhmm…" Outside the meal Hunter, it was preparing it's edge part to charge with energy before firing.

"Silverbolt – MAXIMIZE!" Silverbolt was seen in the air as he announced his activation code: as he transform in mid-air from Beast Mode to Robot Mode while dodging enemy fire. "GRARRr-OWWWwoooohhhh!" With a howling battle cry, he plunges down while evading the alien ship's blasting weapon. "POwfruvhmm-Frussvhmm…" Then the Wolf Fuzor fired his feather missiles off towards the bottom of the ship's bud. "KABOOM-KABOOM, KABLAMVvhhmm…" Which in turn caused a multitude of explosions to destroy that alien tech as Silverbolt flew away.

"Nice just, and they say you can never teach an old dog new tricks." Larkshot flew in to comment the performance done by Silverbolt.

"Lets keep going, we've managed some results." Air Hammer issued that if they can continue this, they might stop the alien ship before it takes off.

"Frusvhmm…" Cheetor was seen flying above to notice the destruction "REoowwwvh! YAAAAaaaaaaahhh…" He lets off a cat's growl as he transforms to Robot Mode to drop dive with a battle cry. "CLIP!/Hah-Haaahh…" He laughs triumphant as he used his tail whip to latch onto the firing plant pole device. "PUshvm-Pushvmm, Pushvmm…" Then fired a green energy shot from his free one cheetah head hand below.

"Here's some more explosives for you!" Wingblade issued before tossing a few exploding grenades in. "BOOM-BOOM, BAM…" Which exploded around the top surface to leave scratch marks.

"Aim for wherever it's most vulnerable!" Iron duke issued as he was seen attacking another spot.

"Bangbangbangbangbangbang…/GRUUOOAAA-AARRROOOaaahhhh!" Rhinox lets off a mighty battle cry as he continued to open fire from his Gatling Machine Guns while Dinobot covered for him with his Optic Beam shots.

"BOOM!" The scene changes to the inside of the Metal Hunter that shook under the heavy explosions outside as Megatron cringe from what was happening.

"BLAAAST!" Megatron yelled out in anger in seeing the Maximals are causing such a commotion. "There's Too Many!" He exclaimed in seeing he can't deal with so many targets scattered around.

"Grrruagh!" Optimus Primal tries to pull himself free; but it was still no use. "Give it up Megatron! You Can't Win!" Optimus gave Megatron a choice to surrender: at this rate, this alien spaceship won't be going anywhere.

"WE-SHALL-SEEEE!" Megatron grits his teeth to angrily protest that the battle is far from over. "Engage The Maximals At Once!" He rotates his chair to give his orders to his Predacons nearby as they took out their weapons raring to go while Inferno salutes.

"You heard Lord Megatron, we're engaging the enemy!" Sky-Byte issued forth in taking charge that they must head out.

"But who will remain with our leader?" Scylla asked in knowing if they all go out, who will be left behind.

"NRrruaaghh! It doesn't matter, they are too focus, they don't know how to get in." Raid Jango snarled in proclaiming none of the Maximals will know how to get in: the alien spaceship is unnatural.

With enough said, all the Predacons except for Megatron began to leave the control room. Now from the glowing symbol hatch it opened two ways. Soon exiting were the 1st Preds: Inferno & Waspinator took off to fly in the air, & Blackarachnia on an Energon Web…

"Yeee-Haaaahhh!" Then Quickstrike was seen leaping out with a cheer to slide down the web.

"BOMBS AWAY!" Sling was seen leaping out with a loud battle cry to slide down the web line.

All the other Predacons that flew either carried a ground unit or let them slide down the Energon web line.

"Pow-Pow…/BOOM!" Now it was an intermission of both Predacons & Maximals clashing against one another. But while the battles on the ground & air were happening, we spot Rattrap in Robot Mode & Tarantulas in Beast Mode hanging onto the edge of the Metal Hunter to be out of sight. With them were Odd, William, Ulrich, Yumi, Sari & Sora riding on a different Over-Vehicle.

"Do you think they noticed we're not there?" Sora asked a good question if the enemy forgotten about them.

"Probably too hung up with fighting to care." Sari shrug off to simply say in how thick headed fighters are.

"I must say…Your Comrades fight well!?" Tarantulas pointed his metallic feelers at the battle to remotely comment about Rattrap's group & how they fight.

"Eh, yeah well you Preds give us plenty of practice." Rattrap stood up to remark a fact that the Maximals get a lot of chances to improve their fighting skills due to constant battles against the Predacons. "Now Quiet your YANKING and GET Inside!" He remarked off loudly to point below for the spider bot to help them get in.

Soon Tarantulas starts scaling down with an Energon Web he was making before he went into the open hatch entrance. Rattrap soon rod on the Energon Web line to slide himself into the alien base. The children used their Over-Vehicles to reach down to join.

"AHHHHH!" Razorbeast was seen charging to plow against some ground unit Preds; one of them must have called him a pig or something.

"We've Drawn them out!" Dinobot spoke out in what they have managed to achieve here. "FALLBACK!" Dinobot yelled out this order for all Maximals to fallback immediately.

"Wha!? Me Grimlock not runaway!?" Grimlock protest in not being one to runaway from a fight.

"It's okay big guy, it's part of the plan to save the others. Trust us!" Icthyo stated to have the big bot understand it's the only way to draw the enemy out.

Soon the Maximals on the ground started to quickly run off as fast as they could through the snowy mountain top.

"We got'em on the Run!" Quickstrike exclaimed as he & Blackarachnia were back to back in seeing the Maximals flea the scene.

"What now?" Retrax asked in what they do, perhaps return to the spaceship maybe.

"They're easy prey now…I say we keep on pouring down the heavy artillery!" Snapper issued off in not ready to call it quits just yet.

Soon the Maximals were running to getaway as the fliers were right behind them. But during that time, the scene changes to show Tarantulas transform to Robot Mode as he, Rattrap and the children watch everything outside play out.

"Megatron must be holding Optimus in the Control Room!" Tarantulas issued to explain to Rattrap in where the captives are most likely being held in. "That Way!" He pointed ahead for the rat bot to look at; as Rattrap stared ahead with his hand over his eyebrow.

"Lead the way…And don't try anything fun…" Rattrap was instructing to firmly tell Tarantulas this but; when he turns around, the spider bot was gone. "Doh! Slag!" Rattrap cursed himself in seeing Tarantulas left him high & dry on his own.

"Well, we expected he try something down right sneaky…this was just a little earlier then planned." Odd shrug off in having expected someone would flea when first sign of trouble.

"Forget about him! We have to reach Optimus and Aelita!" Yumi instructed the group in what they need to do.

"Rattrap can focus on distracting Megatron while trying to free Optimus. He'll be distracted enough that we can reach Aelita." William explained a basic plan that will help them rescue Aelita if Megatron is distracted.

"Hey! How's it I'M the BAIT!?" Rattrap protest in wondering how he got the short straw of the plan.

"Cause you're an annoying rat that gets on everyone's nerves." Ulrich made a sly smile in reminding the guy of what he's good at.

"Duuh…I walked right into that one!?" Rattrap groans in hating it when he gets played out like that.

At this time, the scene shows the Maximals continue to flea away from the Metal Hunter while the action was displayed on the holo screen in the alien control room.

"Mhuhahaha…So much for your Maximals!" Megatron was heard laughing it off at Optimus' Crew having failed terribly as the projection screen vanished. "Now…To Play my FINAL Card!" He issued forth in deciding to finally play out his final hand here. "Ye-es-s-s…/Beep!/Lock-In Coordinates!/Beep-beep, beep…/Begin Teleport Sequence." He proclaimed as he press one sphere on the arm rest before pressing the opposite side; as Megatron began the order for a program sequence.

Then on the Alien Disc., it was flashing across the symbol marks. "Beep!/VRussvhmm…" Then it reach the first symbol in lit green as a charging sequence was starting to be heard all over. Optimus Primal looked around in knowing if nothing is done, they will launch off & there will be no stopping Megatron's ambition.

"In a few Nano-Clicks…We'll be on our way." Megatron rubs his hands together as he grasp them with a big smile: soon they will launch off this world back to Cybertron: & the Predacons will have a new weapon on their side for their conquest.

"Waaaaah! Without saying Goodbye?" Then Rattrap's voice was heard as Megatron turns to notice the metal rat had entered the control room. "Gee…I'm HURT!?" He rest his hands on his waist in pretending to feel hurt that Megatron wasn't gonna say farewell if he's leaving.

Seeing who was here brought a smile on Optimus' face: they may just have a chance now to stop Megatron.

"Punch!/Grrr…I HAVE NO TIME FOR YOU, VERMIN!" Megatron bash his hand on the arm rest, sounding angry that Rattrap would show up now when he's so close to a great victory.

"Make Time!" Then Rattrap pulled out his blaster to remark that if the guy doesn't have time, he needs to make it cause he's not going anywhere. "Eeehhh!/POShvm-POshvmm…" Then he leaps across the area as he fired two shots up. "TRusvhmmm…/Guuugh!?" Of course Rattrap hit the metallic floor after he did that move.

"Fow-Fowfruvhmm…" But the two energy shots did not hit Megatron as he tilted his command chair to evade them. "Truvhm…" Then Megatron brought out his shoulder T-Rex finger blasters.

"You should have Made Your Shots…COUNT!?" Megatron glared at Rattrap to remark the metal rat should have aim better: now he'll finish off the Maximal here & now.

"Oh…He did!" Optimus Primal's voice was heard making a smug remark.

Megatron heard this before he rotated his chair to find that Optimus Primal was not in the metal wire restrains. Now Optimus was on the ground, ready to fight here.

"Grrrr…" Megatron growls in rage: Rattrap's plan was to free Optimus all along. "Powpow…Powvhmm…" In rage, he fired his T-Rex finger shots off at the ground target.

"BAM-BAM!" But Optimus Primal transformed into his flight Mode as he surfed away from the exploding shots that missed him. Then Optimus flies off underneath of Megatron's hover chair to circle around the corner…

"URRAAaughhh!?" Megatron yelps to hold his arms up in bracing what was coming… "CLASHpovhmm…" Optimus Primal crashed to knock Megatron off his control chair. "CRASHpovhmmm../GRUUOOgh!" Megatron was heard as he hit the ground hard as he ached. "Grrr…" Megatron lets off a low growl in being annoyed by this unsettling setback.

Rattrap walked up to smile up at seeing Optimus was safe & alright now that he freed him. Around the same motion, the children managed to come up to notice Aelita encase inside a capsule.

"Is she alright? Looks like she's sleeping?" Sora asked in noticing what Aelita's condition was.

"Can we blast her open?" Odd asked in thinking they can blast the thing keeping them from Aelita.

"No…that could damage her." Sari stated to say as she place a hand on the capsule; it transform into a robotic hand as it glowed. "I think I can understand how this works…I'll need time to figure a way to open it." She explained that given time, she can crack this capsule open to free their friend.

"Well you kids better hurry, cause afterwards…we're acing out of here with the Boss Monkey!" Rattrap issued to say in knowing they are splitting the scene first chance they get.

"Thanks for the thought! Your Timings Perfect!" Optimus Primal comments in seeing the rescue of those here couldn't have arrived at a better time then now. "Can you Stop the Teleport Sequence?" Then he asked a question for the ones here if they can do another task.

"Eh…Teleport Sequence!?" Rattrap yelped in having heard this with worry before looking down at something.

"Wait, as in….this ship's already preparing for take off? To where?" Yumi responded in not believing this, where was Megatron planning to head off after he left their world.

"Our world." Optimus Primal say the words which made everyone realize: this ship maybe off to Cybertron.

"Beep-beep-beep…Beep!" Then on the Alien Disc., it went through another light rotation before the second symbol lit up: signaling the countdown.

"If that thing lights up all the way, then we're gonna have a hard time explaining to our parents how we hitch a ride off world!?" William stated off in knowing they will have a hard time making an excuse for being off world to their parents.

"Gee, you think?" Ulrich rolled his eyes in knowing that will be a major task to perform.

"Ohhh Man…this is all we need?" Rattrap shook his head to moan, this was all he needed: if nothing was done, they'll be teleported along with this alien ship.

"GRUUOOAR-AARRURRrghhh!" Then Rattrap yelped while the children flinch with worry when Megatron was heard sounding upset. As he angrily stood up before he transformed from Robot Mode to Beast Mode & opened up his turbine fans to fly off in the air at the others.

"Do what you can! Leave Megatron too me!" Optimus instructed those here as he will handle with the last problem before them.

The others nodded in knowing if anyone stood a chance against Megatron, it's the Maximal Commander. Optimus Primal in response to Megatron's battle roar, turns around firmly as he flies off towards his mortal enemy.

"WRAAAaughhh!/GROOUURGhhhh!" Optimus & Megatron made loud battle cries as they were charging at each other. "Claps!/Guuugh!?" Soon Optimus yelped when Megatron used his metallic T-Rex feet to grasp hold of the metallic gorilla's chestplate. "GROOURRughh!" Megatron roars as he tries to attack but Optimus moved his flight rotation to get his enemy a bit unbalanced. "GRUOORRughh!/HURROOaarrughh!" Megatron & Optimus were in a battle of no bounds as they wrestle another in mid-air. "Guugh! GRUUOARRRrrrgh!/OOUURRrrrughhh!" Optimus managed to used his arms to grab around Megatron's neck as he roars while the Maximal Commander growls in the battle motion. "GRUuoughh…/ARRroughhh!" The two were rotating around in mid-air while Rattrap tried to take aim at when to shot: but he can't hit Megatron because Optimus was in the shot too.

"Wait, if you miss….you'll hit Optimus instead!" Yumi stopped the metal rat from shooting the wrong target.

"Like I wanna miss! They keep rotating!?" Rattrap protest that he can't get in a good shot.

"GRruaghh….The Control Chair!" During the struggle, Optimus looked down to tell what needed to be done.

"GROOWWRRAARRrughh!" Megatron was heard roaring off against Optimus keeping him at bay.

"Destroy It!" Optimus yelled off that the control chair…must be destroyed.

Hearing what Optimus said made Rattrap point his blaster away from those duking out. "Pow-Pow, Pow-pow-pow-pow, Powvhmm-Powvhmm…/KABLAMruvhmmm…"Rattrap fired as many shots at the hovering control chair before it imploded into a million shattered pieces.

"Did that stop the countdown?" Sari asked in hoping destroying the control chair connected to this ship did something.

"Beep-beep-beep, beep…Beep!" However, even with the alien Control Chair gone, the Teleport Sequence was still counting down as the symbols lit up before the third mark on the Alien Disc' glowed.

"Doesn't seem so sis?" Sora sadly shook her head; the chair's destruction didn't stop the countdown.

"Looks Like We're Going For A RIDE!?" Rattrap yelled off in surprise in seeing that didn't do much, they are about to take off if they stay here.

"Oh come on, we gotta get our little princess out or Jeremie will never let us hear the end of this!?" Odd issued to say in hoping they can get out or Jeremie will give them an earful.

"CLANKvhmmm…/OOough!?" Then Optimus yelps when Megatron was using his grappler tail to latch against his enemy as it could reach over the metal T-Rex. "GRUOOO-UURrghhh!/WAAARRruaaghh!" Megatron roars as Optimus yells out as he was trying to holds out. "GRUUOArrugh!/CLNK! CLANK!" Optimus tries to avoid from being attacked by the tail grappler.

While everyone was focus on other things, none notice Tarantulas was slipping down on his Energon Web closer to the Core machine that was hooked by many Trans-Warp Cells.

"Guuagh!?" Tarantulas yelped from his sudden stop as he was upside-down before working on the device.

"GROORRrughh!/GRRUUAArughh!" Optimus made gorilla sounds as Megatron made T-Rex roars as they struggle to wrestle the other. "URRRoguh-WRaaughhh!/PRusvhmmm…/AAAAARRAAahhhhh!" Then Megatron pulled another move as he aims his turbine fans to blast a yelping Optimus with their burning force. "GROORRAArughh!/WHACK!/UUUogh!" Megatron managed to get free before whacking Optimus away from him by his tail.

"AAAAahhhh!" Optimus yells as he was knock further down from the air.

"Download Data-tracks Viral!" Tarantulas issued off to use his tech visor to connect to the system while issuing this command.

"FruusFrussvhmm…" Suddenly the Trans-Warp Cells started to react, as their blue energy cores changed to a bright red glow as if heating up.

Suddenly the entire Alien Base started to react as the lights were flickering a bit. Rattrap & the children also noticed something was going on, uncertain of the cause.

"Drudrudruvhmm…/GYAAAA-AAAAAAAaahhhhhh!" Then Rattrap yelped as driving pass him in Vehicle Mode was Tarantulas as he screams to flea the scene.

"Hey! Where's he running off to in a hurry?" Odd raised an eyebrow in seeing the Pred turn tail to flea.

"Maybe because of…that!?" Ulrich pointed to noticing the Core was showing an unpleasant scene of redness.

"Hugh! Uh oh!" Sora gasped as she approach one of the cells; her hand glowed briefly before she stopped with shock. "I sense something…these cells are reprogrammed…they're going to overload and explode." She explained what was happening, Tarantulas has set these things to blow up.

"You mean like…a Trans-Warp Explosion?" Yumi yelped in having a flashback of that terrible event.

"Oh great! As if that wasn't all we needed!?" William complained in knowing that was ONE thing, they don't need now.

"OH GREAT! IT'S GONNA BLOOOOOOW!" Rattrap screamed out loud of what was about to happen here: this whole PLACE is gonna blow up & take them with it.

"Beep-beep-beep-beep…Beep!" Then the Alien Disc. made it's rotation before lighting up on the fourth symbol as it's close to it's Teleport Sequence now.

"Huuugh!?" Optimus Primal was seen having rebalance himself in midair after having taken a blow from Megatron.

"GRRRRRr-URRAARRRRrrghhh!" Then Megatron made a loud battle cry as he plunges to dive himself down to tackle his natural foe.

But Optimus managed to recover enough to see Megatron coming to evade his sharp metal teeth from biting him.

"TRissisisisssvhmm…" So instead, Megatron sank his teeth into the energy cable of the alien ship which was jolting him with unstable energy. "Topvhmm…/GRUUOOAARrrr…/CLUMP!/Guuuogh!?" Megatron was repelled backwards before he hit the ground: his circuits a bit shorted out.

"Huuugh…" Now Optimus was seen hovering a few feet off the ground as he took a breather while noticing Megatron was down: the bot was nearly spent. "This Time…You LOSE, Megatron!" He pointed a finger & grip his fist in declaring this was Megatron's lose now.

Megatron shook his head as he got back up after recovering from that shock treatment.

"What!?" But then Megatron noticed something, the Trans-Warp Cells were glowing red as if overloading.

"Bee-Beep-Beep-Beep-Beep…Beep!" Then the rotation went around the Alien Disc until the final symbol was lit. "Beepbeepbeepbeepbeep…" With that down, the symbols flash as if signaling for Teleport Sequence to begin.

"UURRARRrughh! NOORUUOOAAahhh!" Megatron gasped out loudly before flying himself off cursing things as he flew out the tunnel hallway.

"WWwwoorruvhmmm…." A strange sound was happening, as if anyone around could tell the Metal Hunter was about to take off: & then later blow them up after.

Back inside, Sari was focusing everything she had to understand how to work the capsule until…what she type in next caused the hatch to open.

"I got it! She's freed!" Sari smiled to say as the others helped a sleeping Aelita out.

"Great! NOW Can We GO!?" Rattrap exclaime din hoping they have time to get out while the getting's good.

"Uuugh!" Then Optimus hovers close to Rattrap who didn't know what to do. "Let's Hit It! Everyone, follow me as we fly out!" He issued to say in deciding they leave this place.

Rattrap jumps onto Optimus' hover board to lead the guy fly them out through the hallway. With an unconscious Aelita with Yumi and Sora, the children summon their Over-Vehicles or jetpacks to fly off as well. And just outside, we see Megatron having let the alien fort base as he flew out.

"Predacons! RE-TREEEEEAT!' Megatron yelled out this order as he quickly flies to escape the area.

"FIRE IN THE HOOOOOLE!" Then next to escape from the alien spaceship was Optimus with Rattrap holding on.

"HANG OOOOOOOON!" Odd was heard yelling this out as the children were last to leave in following the escapee Maximals.

"WWWoorrvhmmm…/TRrususpvhmm…" Soon the enti Metal Hunter was glowing brightly before it sent an energy upwards before it vanished into the sky.

* * *

 **IN SPACE…**

"TRUSspovhmmm-Wropbubwruvhm…." Then appearing from a disturbance in Trans-Warp Space: the same blobby morph essence appeared again as it seem to await for what was

"TROPpowvhmm…" Soon the Metal Hunter was seen launched off heading directly for the alien blob that breach the space & reality area in about to be taken somewhere… "KABOOOOMFRuvhmmmm…." Only for a great BIG massive red explosion force of red energy occurred that scattered all over the space above the planet.

Once it was over, the red explosive energy wave cease to appear & vanished just like that…The strange alien tendril blob thing still remained having not received what would go through; but in due time it may close up on it's own.

* * *

 **AT THIS TIME**

 **THE MAXIMALS LOCATION**

The scene shows Optimus & Rattrap along with the children rejoin with the rest of the Maximals on the snowy mountain top. They all had watch as the Metal Hunter exploded by a Trans-Warp Explosion: no doubt done by Tarantulas' sneaky effort.

"Oh Man!?" Rattrap exclaimed from speaking first after what they saw. "When these Alien Gizmos Blow…Hoho…They Really BLOW!" He laughed off a bit to remark that whenever they blew up alien gizmo tech, they really go out with a big bang alright.

"You aren't wrong there Cheese-Breath! That was a BIG Explosion!" Jackrabbit commented in having seen something like a big explosion that lit up the space skies.

"Well not as big when blowing up that Planet Buster, but….eh…close enough in my book." Grizzly-1 shrug off to simply state having seen bigger explosions from that one time to compare this one, as a near rival.

"Ugh…ummm…" Aelita was slowly beginning to wake up as Yumi helped the girl stand up.

"Easy there Aelita…take it easy." Yumi spoke to help her friend take it easy after what she experienced.

"Where am I…what happened?" Aelita held her head to ponder what was going on around here.

"It's a long story, but it ends with that alien thing no longer being around." Ulrich pointed off the best way to fill the girl up on what happen; was stating the Metal hunter was no more a threat.

"I believe there are some patients you might want to see." Then everyone saw coming out of a Warp Gate was Longrack along with Dive-Bomb: and they brought with them not only Artemis, but human faces that were slowly walking a bit in a wobble sense.

"Dad!" Sari and Sora happily called out before they ran to hug their father.

"Oh…hoho…take it easy now…I'm not as young as I use to be?" Professor Sumdac yelped as he happily embrace his daughters so happy to see him.

"Jeremie…your okay." Aelita smiled in happily being glad to see the boy was awake.

"Yeah, we just needed some rest…Dive-Bomb really helped us out." Jeremie smiled to nod his head in how things were kinda touch and go for a while.

"We also heard you were captured. I'm glad to see your safe." Sissi smiled in being glad that Aelita was safely with them.

"We all are…couldn't stand the thought of seeing you leave us little lady." Polar Claw stated in knowing they don't wanna lose Aelita, not to the enemy.

"I'm just glad that it's finally over and that Megatron didn't getaway with it." Jack-Tool signed in being relieved that this entire thing was over.

Pretty much everything seem fine that everyone was safe & sound: & the group have rescued those captive by the enemy.

"I'm glad things are clam now, but…What about Airazor and Tigatron?" Cheetor suddenly lowered his shoulders to sulk in knowing they may have won the battle & dealt with the aliens once again: the problem remains their two Maximal comrades are still missing.

"Oh that's right. The Aliens TOOK Them!?" Streamline stated in suddenly feeling a bit down; remembering they lost friends during this whole alien event thing.

"You don't suppose they were on that ship, do you?" Noctorro asked in having a bad feeling they should have check that alien ship if that was what had their pals aboard.

"Impossible! The only Maximal signal we picked up inside dat thing was Optimus! So it's obvious, they were never on it." Volpex remarked to say that they located Optimus aboard, there were no other Maximal outside Rattrap.

"Then…are they gone…forever?" Cheetor looked down for worse in thinking they'll never see their friends again.

At this moment, Cheetor's shoulder felt a hand rest on him which it belonged to Optimus.

"If their Sparks are Still Online…" Optimus issued off to say this before he removed his hand from those with worry. "We'll get them back." He issued off to say calmly in knowing as long as their comrades still live: there's hope of getting them back someday.

Cheetor lightly nods his head in knowing Optimus was right about that. So long as the bots are not offline, there's still a chance.

"Do you really think it's possible Optimus?" Artemis asked in wanting to know if that was indeed the case.

"Well we just have to place our faiths and hope that we'll learn the truth. And as long as they function…then we will get our comrades back." Optimus issued forth to say that they just gotta keep the belief of faith that their comrades, are still alive somewhere…

"Optimus…" Aelita was heard speaking as everyone turn to her. "I can't explain why but, I think….no…I believe you are right." She mentioned this as she tried her best to explain it. "Somewhere out there, Tigatron and Airazor…they're alive…I…feel it." She can't fully understand, but she knows their missing allies are not gone forever.

"That's all we can do now Aelita, put our trust in what we believe…" Optimus nods his head in truly knowing, that's all anyone can do…have hope.

The Maximal Commander looks up into the starry skies, where two stars were seen glimmering: it was as if they represent Tigatron and Airazor. It may not be today or the next, but someday in the future…maybe, just maybe…The Maximals will see those taken brought back to them…

* * *

 **NOTED RECALL:** Aelita being kept in a capsule pod is likely what happened the first time she was discovered in Season One if this fanfiction for anyone that had forgotten.

Well now wasn't this a chapter that leaves one with many questions of answered topics. But it's time to move along, as the next story chapter is an original. Next chapter, the Maximals are slowly trying to get by the days gone by with Airazor and Tigatron no longer around after being sent into space with the thought they may never return. Many are trying to find ways to distract themselves to not let such things keep them down. During such times, the human girls and fembots decide to go out to have their own adventure. But it seems like they won't be the only 'ladies' having fun. What sort of unexpected events will happen, best stay tune for when it all happens eventually. Until then, enjoy…


	11. Chapter 11: Missing Out?

Alright dear fans, it's the original story you all been waiting for. A Girls Night Out staring our favorite female characters both from TV Shows & OCs alike. The VISION-KING has been so busy with other works, trying to get things prepared & make this story's chapter a bit intriguing and exciting, especially with some NEW additional surprises. So kick back and get ready for what's to come, it'll be something to imagine happening in the Beast Wars Fanmake Universe. So Enjoy…

* * *

 **Chapter 11: Missing Out?**

 **WITHIN THE MAXIMAL BASE**

The scene slowly opens to where Aelita was walking down the hallways in the Axelon. The girl was so lost in her train of thought, that she accidentally bump into her other female friends: Sissi, Yumi, heck even Artemis, Sari and Sora were all there to bear witness.

"Oh…um…Hey Aelita, is everything alright?" Sissi slightly yelped as she asked her friend in noticing the girl was distracted.

"Hey there Sissi…hugh…unfortunately, not everything is alright." Aelita signed in feeling uncertain about things being okay.

"I know…about what happened during the Metal Hunter Incident." Sissi stated in knowing everyone is still bumped out about that incident.

"Everyone maybe trying to get on with their lives, but not everyone is adjusting to change like this?" Yumi stated in knowing that everyone is having a big issue to continue to go by as if it's just another ordinary day: when it's not.

"I'll say, just look at poor Dive-Bomb there?" Jackrabbit issued to say before noticing someone just down the hall.

The girls notice Dive-Bomb walking down the hallway as if he was not paying attention to anything else: his mind was focus on something that just…left him in an unsettled mood.

"Why….by Primus, why did you have to be taken Airazor? I'm so…sorry…Sorry to see a young bot taken too soon?" Dive-Bomb was groaning to himself in feeling completely devastated at the thought the young fembot he wanted to look after, was gone.

"Oh my…is it because…?" Aelita gasped in thinking the answer was really all because of…

"Oh Airazor being taken, yeah…" Yumi lightly nodded that they knew that Dive-Bomb saw Airazor as a young bot needing guidance.

"Him and Tigatron. I wonder how everyone else is handling it?" Sissi stated in knowing with both Maximals missing, she wonders how everyone else is handling the heavy crisis.

The girls explored more of the Axelon to see many Maximals station in areas to observe how they are handling themselves. Many were in the Command Center doing routine checks, others went out to scout areas, many even did some training sections to keep themselves in perfect combat shape against the next Predacon attacks. Even the human boys were trying to work on a new Over-Vehicle idea to help those in the future. So-in-so, everyone was keeping themselves extra busy, some had sad expressions or others just firmly focus expressions to keep them active as much as possible.

"Everyone's mood is somewhere between being unstable or focus their attention elsewhere to distract them." Artemis comments in seeing how the situation looked as everyone at the base tries to deal with losing Tigatron & Airazor in their own way.

"Hugh…it's in-between alright, this really throws everyone off." Sari signed in seeing how much everyone is trying to bear the unsettling matter.

"I wish there was something to help lighten the mood a bit?" Sora exclaimed to say in wishing there was something to help those feel better.

"You know, sometimes when folks feel sappy, they need a night on the town. Maybe us girls need something like that?" Sissi ponders to think for a minute before a sudden idea came to her mind.

"Wait, are you suggesting…a Girls Night Out?" Yumi yelped in raising an eyebrow in what Sissi was saying they outta do.

"What's a Girls Night Out?" Aelita raised an eyebrow in not knowing such a thing.

"Seriously, you never heard of it?" Sari raised an eyebrow in being surprised a girl, doesn't know what Girls Night Out means.

"But sis, we never experienced it either?" Sora pointed out that because of their father, they never went out to experience such a thing.

"Hugh, do you think maybe us fellow Fembots can partake too?" Jackrabbit ponders a minute to request if other 'females' could take part in such an event.

"Why not! Humans, Transformers, even Gynoids! Lets just try to go out & have some fun that not even the Boys could do even if they tried!" Sissi smiled in trying to get the positive motion of everyone to cheer up.

The group thought about this for a brief moment, and many of them did not see the harm in maybe trying to have a night to themselves.

* * *

 **MEANWHILE**

 **IN PREDACON TERRITORY**

The scene changes to open around an area within the Predacon Base. There we see Blackarachnia going down a corridor hallway, apparently minding her own business. When a hand reach out to her, but she reacted to it from sensing someone was near. She back flipped over & kick the hand away just as she land nearby in the hall.

"WHA!" Blackarachnia yelps when she looks behind her, as she prepared to use her Cybertronian Martial Arts when…

"Woah-woah, easy there girl! It's only us?" Scylla exclaimed to say as she & a few other fembots were just arriving.

"Yeah, & what of it?" Blackarachnia remarked off in not exactly caring why this bunch was here.

"You should really not get so hung up all the time honey…it's not good for you?" Venomess shrug off to simply saying trying to help the spider feel a little more open up.

"Alright lets skip the pleasantries, why are you here?" Blackarachnia cuts off the sappy stuff and wants to know why these Preds are here.

"Oh you know, there's hardly anything to do around here? Not since the big failure in acquiring an Alien Spaceship to get us all back home to Cybertron?" Toxica shrug off to mention how after losing a powerful alien vessel base, Megatron is still having his 'issue moment' of that major lose.

"He did seem very disappointed, both the lost of a spaceship and when he finally had the Key? He had big plans too." Manta Ray stated in knowing that Megatron

"Yeah…big plans…and I may almost be there to understand why?" Blackarachnia muttered off to remark this manner while keeping her voice from being heard.

"You say something?" Scylla asked in thinking the she-spider said something just now.

"Nothing, now if you'll excuse me…" Blackarachnia remarked off in deciding to move along now.

"Oh, hang on…I'm getting movement…" Toxica spoke as she pulled out a device that made beeping sounds. "The Key seems to be on the move?" She stated in what she was getting a reaction on.

"Wait, how do you know?" Blackarachnia raised an eyebrow in finding that they can track the Key, usually it takes time unless…

"When Megatron had her captured, I slipped in a homing device when no one was looking. Just in case she got freed." Toxica shrug off to simply state what she did to allow her a chance to keep track of the Key's near whereabouts. "I had persuaded Fractyl to make me one without informing Megatron or of what purpose." She issued to say in a sly tone in having used some 'charm' to get some results.

"But…if you had that, why did you not report this in to Megatron?" Manta Ray raised a suspicious voice in why such a thing was not reported in.

"Well think about it ladies…maybe this can be our chance?" Toxica shrug off to lightly state how they can take this as…opportunity.

"A chance at what?" Scylla raised an eyebrow in pondering what the fembot was suggesting.

"Oh I see what you're thinking…" Venomess replied off in showing a sly smile. "We play a little cat and mouse. We follow the Key's movements, and eventually when the right moment appears…we strike." She explained how Toxica saw this as a way to lay low and wait for the right time to pounce on the corner prey.

"Exactly, come on Blackarachnia…you know you want in?" Toxica insisted in knowing the she-spider wants in.

"Oh please, like I have time for any of that?" Blackarachnia brushes off to prepare to make her exit; not needing such a waste of time.

"Says the black spider who had control of a floating island and is about as treacherous as Tarantulas?" Venomess remarked off slyly to say which made the she-spider stop for a brief moment. "Face facts honey, your old partner was a creepier who decided to leave the Predacons. But we're not like the males…we're smarter." She pointed off that in some cases, those with brains gotta stick together to outsmart their adversaries.

"Right, we can reap in all the rewards we want." Toxica smiled off to haggle in knowing that the she-spider can just acquire some excellent rewards.

"Hmmm…?" Blackarachnia rubs her chin to think about this: perhaps she could indeed make use of this opportunity that's before them.

* * *

 **LATER ON**

 **AT AN UNKNOWN LOCATION**

A Trans Warp Gate was seen opening to reveal some female figures were stepping out before the portal closed afterwards. Those on the scene were from the Maximals side: Jackrabbit, Override, Aquarius, Icthyo, Lynxa, Zephyr-1, Volpex, Streamline & the Gynoid Artemis while on the Human side: Aelita, Yumi, Sissi, Sari, Sora, Amelia, & Tamiya. The Maximals and human girls looked around to get the intel on where they got transported to. It was almost like a typical Mega Mall except it was deserted with a few boxes placed around.

"Woah, this looks like…pretty much abandon?" Jackrabbit stated in noticing how much this area was abandon.

"It's one of the shelters HIGH-TECH planned on using the Mega Mall to bring supplies in for the worse of cases." Tamiya stated to explain what this place is and who wanted to use the structure for storage use.

"And we got the scoop that said no one was working here, so we have the entire place to ourselves." Amelia explained what they got as young journalist of this place hardly had anyone working.

"So your saying it's just us gals, in a place to shop, all night long? You know what that means ladies?" Lynxa smiled in thinking what this can only mean for them of their options.

"Yes, Operation Girls Night is a go! Lets check out what's been stored away." Aquarius rubbed her hands eagerly wanting to partake in any goodies they can find.

"Now hold on girls, just cause no one's maintaining this place, doesn't mean someone won't notice we been here?" Icthyo spoke as being the oldest mature bot in the room, trying to keep the young & eager bots in line.

"Lighten up, lets let ourselves cut loose once in a while. After all, some may need this more then others." Override instructed to notice Aelita looking a bit cheered up from hearing how everyone is trying to help make this a fun day for just girls.

"Oh brother, let's just get this over with…we got a few hours to have fun before the sun rises." Volpex signed to give in before instructing those that they need to be done and out before anyone notices they are late to report in.

"That's the way, come on lets turn this place into party-central!" Streamline replied off in feeling the eagerness building in seeing it's time to get to work.

"I've located the storages of what we may need." Artemis stated in what she was able to determine from using a nearby circuit board in the walls.

"Come on Aelita, we don't wanna miss out on this." Sari pulled the pink haired girl's arm to come along.

"Hmmm…wanna come along." Sora nodded lightly before asking Aelita if she wants to come join them.

"Well…okay…" Aelita lightly replied off in feeling a bit more alright to join.

"That's the spirit." Yumi smiled in seeing that Aelita was getting back into the habit now.

"Yeah!" Sissi cheered in seeing it's time to begin their Girl's Night.

Everyone seem to feel a bit of motivation for this, feeling like maybe this was the kind of thing needed to help them out. At this time farther away from the Maximals & human teens, another Trans Warp Gate opened up. From it came the Predacons: Blackarachnia, Manta Ray, Scylla, Venomess, & Toxica. After they exited, when the portal closed, Waspinator was seen bringing up the rear.

"Nrruagh….Why Is Wazzpinator here again?" Waspinator moans in seeing that he was dragged into something against his will.

"Because your on Warp Gate duty, & we need YOU to active the way back when we're ready." Toxica slyly pointed out in trying to make the wasp bot feel important.

"Hrooohh…" Waspinator felt a bit alright when told he was given an important job.

"Come on ladies, time we find what we're looking for before the big deal of one Key slips away." Venomess issued off in knowing they better go find the Key while they have a chance.

"Yeah, I don't think it's going to be that easy?" Scylla exclaimed in seeing something from above: they soon see the Maximals on the move with the humans along with Aelita.

"The Maximals are here, & it looks like it's only fembots?" Manta Ray stated in surprise in seeing the Maximals were just the female types, what are the chances.

"Just perfect…this one little join band is already facing an unexpected problem." Blackarachnia signed to shake her head in seeing how things are already coming undone.

"Maybe not, lets listen in & we can learn a thing or two." Toxica slyly spoke in thinking it's too soon to give up, not when they can learn a few things from the enemy.

The Fembot Preds began to keep a distance as they watch those from their hiding place. Right now we focus on seeing the others trying to look around & find anything to help turn this abandon Mega Mall into a Girls Hangout. When Aelita was focusing on some controls, a sudden pulse jolted into her that she yelp backwards.

"Aelita, what's wrong?" Tamiya noticed the girl was acting weird just now.

"This place…it's not as abandon as we think? I saw something…a hidden underground base…and something there familiar…" Aelita stated in having detected something, underneath this place is a hidden base.

"Familiar hugh? Care to be more precise?" Amelia raised an eyebrow to ask if the explanation can be a bit more discrete.

"I can't be certain but, I'm gonna try something." Aelita shook her head in needing something to help her out. "Aaaahhhh-Aaaahhhh-Aaaahhh…" She kneels down with eyes shut before letting her angelic voice speak forth as she concentrates.

The entire scenery shows scenes that enter Aelita's mind as if searching through the electric system of this Mega Mall. From a certain point, there is an entrance to be found leading to a hidden conceal room. And in certain seal chambers were…capsule pods with the Maximal logo on them.

"Hugh!...Stasis Pods!?" Aelita gasped from opening her eyes while muttering these words.

"What!" Override looked to the girl in having heard what she said.

"There are Stasis Pods down below?" Aelita repeated but with more to say on what she found.

"Your kidding me? You mean to say that we just scored finding more allies on our first Girls Night? Talk about lucky!" Lynxa stated in thinking this must be their lucky day.

"Wait, are they buried beneath this underneath this place or…" Aquarius was asking in having an unpleasant feeling if it's not around the Mega Mall's soil, but below it...

"They are in the base. Someone must have found them & brought them in. But who?" Aelita stated to say while uncertain how Stasis Pods were in different areas almost like…something found them: but why & by who?

"Could it be related to the Elite Guard and that government group?" Sissi scratch her head to ponder if maybe this act relates to those searching for the Transformers.

"We better report this to Optimus and the others." Yumi stated in thinking they gotta tell the Maximals about this big thing.

"Wait! This is our night, I say…we do the search and rescue. Everyone is feeling a bit gloomy, but maybe this can help fill the void after….you know?" Streamline stated in thinking they can surprise everyone by finding other comrades that need help.

"Airazor and Tigatron ye mean?…True as they can't be replaced…but even they would not want us to not continue to find our Maximal crew and stop the war. Lets do it!" Volpex stated to say in at first knowing they can't replace those lost, but they must not allow other innocent bots to suffer.

The Maximals were all in agreement before having Aelita find themselves a way to enter this hidden underground base beneath the Mega Mall. But they did not know that they inform hidden enemies of what new events were unfolding…

"Did you hear that! Stasis Pods are just below this place." Manta Ray whispered to the other Pred Fembots in what they learn.

"I bet'cha Lord Megatron might be very pleased if we brought in more troops." Venomess smiled slyly in thinking this could at least have Megatron be a little more pleased since the Metal Hunter event was a bust.

"Right, so he can boss them around to do his bidding." Blackarachnia shrug off to remotely see this was another thing to give their leader more soldiers to command.

"Or perhaps…we can persuade them to our cause?" Toxica slyly spoke in thinking they can take the advantage in how to approach things.

"I see what your getting at, after all…you & Tarantulas tried the same tactic before, right?" Scylla stated in recalling how Blackarachnia once work with Tarantulas to get Inferno loyal to them.

"And the results were not to pleasant, but…if it's not too damage, there maybe some use." Blackarachnia remarked to recall how Inferno came out with logic mixed up; but if the pods are alright, it's a different story. "Well since no one else knows about us being here, we can get a hand on those pods for our own use ladies." She shrug off to let this play out to their own advantage.

With a plan in motion, the female Preds prepared to follow those seeking out Stasis Pods. But nearby Waspinator managed to overhear things when he was lost exploring the area.

"Podzzz? Hmmm…Wazzpinator should investigate this?" Waspinator muttered to himself as he decided to tag along to see what this may bring for the wasp bot.

* * *

 **BENEATH THE MEGA MALL**

The scene changes to an elevator which made a silent sound before the large doors open to reveal a secret underground base. And exiting the elevator were the Maximals & human girls as they looked around, the lights were on but nobody seem to be home. Before them were several different hallway paths for one to take.

"Okay Aelita, which way?" Jackrabbit asked the girl in where they go from here.

"I think they are located in different storage chambers. But when I tried to access further, something…blocked me?" Aelita mentioned this with an unpleasant expression.

"Block you!? I thought nothing could keep you out when using the network?" Sari raised an eyebrow in thinking Aelita could access anything by electric network; what could prevent her from doing that.

"What do you think it could be?" Sora asked with concern if there was something here they don't know.

"Lets not wait to find out. Lets split up." Zephyr-1 instructed those in what they need to do, split into group teams to cover more ground.

"Affirmative…" Artemis nodded her head in understanding their prime objective here.

The group split up to explore what were four hallways to see where they lead.

* * *

 **GROUP ONE'S LOCATION**

We focus to see Override and Lynxa tagging along with Amelia and Tamiya when they went down the far left hallway. After exploring for a bit, none of the small rooms in the halls had anything special. But when they reach a certain area with a larger double slide door frame with an 'A1' label, it had suspicion on it.

"Look, a big door! Lets open it up!" Amelia pointed in seeing what was before them.

"Okay, it's about as good as a start?" Lynxa smiled in thinking if something is behind this, it's worth checking out.

The Maximals worked together to force open the seal slide door. When it was fully opened, everyone saw two Stasis Pods connected to the back of the room connected by equipment.

"Woah! There are TWO Pods here?" Tamiya exclaimed in surprise in finding not one but two in the room.

"I'll check to see how their functions are holding out?" Override stated as she went to begin typing on the pods consoles to bring up any problems with the Protoforms function. "Hmm…looks normal…& they already acquired a Beast Mode, but something halted their progress?" She stated in having discovered something odd in why the pods have yet to become active.

"Better make certain the Maximal Locking Chips are in tact, we don't want to have a repeat of any unneeded surprises." Lynxa stated in knowing they don't wanna active a pod with a Pred programming.

"But nobody should know we're here?" Tamiya raised an eyebrow in stating no one wil bother them if nobody is even guarding this place.

"No…but someone tampered with the pods…look!" Override issued to point at something in what looks like a Locking Chip, except it has a strange eye symbol on it. "This isn't Maximal OR Predacon! But whatever it is, it's likely it would have turn the Protoforms into something else?" She explained in feeling this was the work of trying to change the bot in the pod into something else.

"Then where are the REAL Locking Chips? There's nothing else here?" Amelia asked as she & Tamiya searched & nothing was in this empty place.

"Looks like we may have no choice, you two are gonna have to remove our own chips & put them in the pods." Override shook her head in feeling like they have to try a more drastic measure.

"US!?" Tamiya and Amelia yelped in being asked to remove Locking Chips from their friends.

"Don't worry girls, it's not that hard…at least there shouldn't be anyone in the base." Lynxa sheepishly smile in trying to help perk those up a bit.

The youngest human girls looked at each other with worried expressions on their faces. They recall how Rhinox and Cheetor saved a Protoform with a new Locking Chip and everything. Question is, can they handle doing something like this themselves…

* * *

 **GROUP TWO'S LOCATION**

We see Aquarius and Icthyo together with Sissi and Yumi when they travel down the far right hallway. This group was seeing many empty window rooms where machines were set to begin constructing: but of what is a mystery. Many cannot figure out the mystery behind what was being made here beneath the Mega Mall.

"So what do you think this place was meant to hold?" Sissi asked in not knowing what all this was meant to be used for.

"I'm not sure, lets just hurry up and find those pods." Yumi stated in feeling they can't tell while they solely focus on what they are seeking.

"I think we're already here." Icthyo stated in when they were approaching a large door with the label 'A2' on it.

"Alright, lets see what's behind door number one girls." Aquarius smiled in seeing this was a chance to learn what is hidden here.

Now as the Maximals work together, they began to slowly open the double sliding doors. When it was opened, there were three pods connected to machines with a large screen on the side of the wall.

"Three pods! I guess that was all they stored here?" Sissi comments in what they have just found.

"Yeah, but lets check them to make sure they weren't tamper with." Yumi firmly stated in not wanting to take chances; these pods were found by someone else before bringing them here.

"Relax, Aelita said this place was empty, no one's gonna find us here." Aquarius waved off in seeing the girl was overly worried for nothing.

"Thanks for the find!" A voice was heard that did not belong to anyone….

Then something was fired from directly behind the group which made them yelp. Then becoming attach to the wall were Aquarius and Icthyo followed by Sissi and Yumi as they were in…Energon Web Nets! And then entering the room was none other then Blackarachnia followed by Venomess and Manta Ray.

"Predacons! What are YOU doing here?" Icthyo shouted in protest in how their enemy was here all of a sudden.

"Hahahahah….we just came to drop by and say hello." Blackarachnia laughed off to taunt those in having not realized they were followed. "Heard you found some pods so we came to inspect them." She issued to say in having brought those with her to find what was waiting for them.

"And looky what we got, two pods ready for the taking." Venomess stated in looking at the pods waiting for the taking. "Sweet dreams…" Venomess replied off in knowing those here will not be awake what comes next.

Then the Energon Webs gave the Maximals and the girls a yelping cry when shocking them with energy. Once it was over, those in the web were passed out, leaving the female Preds to study the goods.

"Alright Blackarachnia, we got two pods…so now we need to find Beast Modes for them." Venomess stated in knowing what they gotta do next to reprogram these protoforms.

"Hmmm…wait a second, this can't be right?" Blackarachnia yelped when she found something strange when checking the pods console. "The pods computer has already selected a form, but is unable to take it?" Blackarachnia was puzzled, if the protoform had a Beast Mode ready, why was the process halted.

"Maybe it has something to do with these weird Locking Chips?" Manta Ray peaks to pull a strange Locking Chip that had an eye symbol from the other pod.

"Let me see those?" Blackarachnia snatched the chip from Manta Ray before looking at the one in another pod: they are both the same eye symbol. "These aren't Maximal Locking Chips!? Huuuugh, so it seems like we're not the only ones trying to mess around with Stasis Pods!?" She signed heavily in seeing someone else was trying to turn a Maximal Protoform into something else. "You two, place these in the pods, then they'll be ready." She handed new locking chips to those in the room.

"What are you going to do while we're doing that?" Venomess asked in what the she-spider planned to be doing.

"Learn just who was trying to create their own Transformers, that's what." Blackarachnia approach a nearby console to begin trying to access it. "Now…let's see here…?" She was typing with her two pincer tips which were be tricky with human-base contraption.

While Blackarachnia & her Preds were working, they never saw a nearby globe monitor above their heads focus on their action. It then had an alien symbol eye as if it was watching them.

* * *

 **GROUP THREE'S LOCATION**

We soon see Zehpyr-1 and Jackrabbit along with Sari and Sora went down the second hallway in the center. While they travel down only to see strange things out in an open chamber that appeared to look like…weapons on ceilings, walls and floor panels. Each one appeared to look like it was made for a specific purpose, some even looked more dangerous.

"Sis, I don't like this place?" Sora stated in feeling like this place gives her the creeps.

"Me either, it almost looks like a training area, but…half of them seem wrecked?" Sari stated in noticing how much everything was wrecked and not repaired.

"Do you think those Elite Guard guys use this place to train?" Jackrabbit asked in thinking who was likely responsible since neither Transformers have been here.

"Base on what we know, these attack patterns seem different, not by blasters but by…claw marks. Just what was going on here?" Zephyr-1 "What's that?"

Ahead of the group, there were signs of two Stasis Pods in back of this training room. But when they reach them, they were meant with an unpleasant surprise, both pods had been opened and nothing was inside.

"Stasis Pods! But…why are they empty?" Jackrabbit gasped in seeing there was nothing in these things, but why.

"Maybe we can get a better understanding through this terminal?" Sari stated as she approach the nearby terminal for the training area. "Lets see….got it! Here's a recent file." She stated in having found something that can give them more intel.

Soon a display window appeared on a larger monitor screen which showed something happening. The two pods earlier were being force by a machine hand on a long crane, which during the motion was being force charge by surges of energy. The interaction was causing the pods computers to react that when two Locking Chips of Maximal and the eye symbol together, did not go well that it destroyed the foreign chip. Soon a bright flash occurred that when the blindness faded, two creatures came out that were not belonging to normal animals, almost as if they were…fused of two. As the new Fuzors were fighting, they were blasted by unknown attackers that made metallic stomp sounds. Wasn't long before the entire scenery went into a static fuzz while leaving everyone shock of what they saw.

"Hugh! What was going on here?" Sora gasped after having seeing something that didn't look good.

"Looked like they tried to get access, but the pods had an error in their programming. And it produced two Fuzors that went on a rampage?" Zehpyr-1 raised an eyebrow in having studied what they witness and can conclude what the result was that left this place in a messy state.

"According to this time…it happened recently & both were captured before being imprisoned?" Sari stated in looking up more info in what became of the two Fuzors. "There! In some Experiment Chamber." She pointed to a diagonal chart of this place of where the Fuzors were taken.

"I don't like the sounds of that." Jackrabbit stated in thinking the name says enough to guess it's purpose.

"Wait…this direction pattern, Aelita's group is heading there?" Zephyr-1 stated in recalling the path they took, it was next to where Aelita's group choose to go and will lead them to that area in due time.

"Can we contact them?" Sora asked in wondering if that could help alert their friends.

"Hold on, let me…" Sari tries something on the terminal to try to help get the word out.

Without warning, a silent alarm was going off that caused the screen to flash a certain eyeball symbol. While everyone was puzzled, suddenly they heard machine sounds moving before noticing a few weapon systems become active. And now they realize, what was happening…

"Looks like things just got a little more complicated?" Zephyr-1 remotely stated in preparing to fight their way through from having accidentally triggering a security system.

Then the weapons began to fire as everyone took cover while some of the Maximals return fire. It appears they maybe here for a little while until they finish things up…

* * *

 **GROUP FOUR'S LOCATION**

Now we find Volpex and Streamline with Aelita as they journey down the first center hallway which leads them to a big laboratory chamber. There was a lot of open space with machine crane arms capable of lifting heavy crates. There were even strange tables and equipment one would think be for maintenance, but judging by the spilt oil and scattered robotic parts, it's a different story.

"Well…this feels welcoming?" Volpex raised an eyebrow in feeling like this place doesn't give one a warm welcome.

"I feel like…this place is…where I don't wanna be in?" Aelita rubs her shoulders, feeling like this place is what they do to…experiment.

"Chill Aelita, you got us, nothing will happen." Streamline issued off to say in trying to be the bright side of the group. "Look! I see three Stasis Pods!" Streamline

Right in front of those walking, they stumble across a row line of three Stasis Pods. While the two on the left and middle were fine, the last one looked to have been damaged not from a planet reentrance, but as if something was trying to force through.

"Wow, looks like we scored big!" Streamline commented off in seeing they found three pods in the room.

"I wouldn't say that, one of those pods looks much worse for wear?" Volpex pointed in noticing one pod was slightly more damage then the others were.

"Begin Removal of first test object…preparations for next experimentation will begin." A voice was heard announcing something to those in the room.

"That voice…something is running this place?" Aelita raised an eyebrow in hearing something, she has a bad feeling about this.

Just then something was heard running, as a large crane lowered down to grip the damaged pod to lift it up and take up through a high ceiling tunnel.

"It's taking one of the pods!" Aelita gasped in witnessing a theft at this moment. "I'll go retrieve it!" She activated her Angel Wings to take flight straight in the air.

"Aelita wait! We can't go off without knowing what's ahead of us!" Volpex called out in not wanting the girl to fly off without them.

"Oh, I worry about what's behind?" Another female voice was heard that disturb he quietness.

Then the Maximals turn to witness that they had unwelcome company in the form of two fembot Predacons: Toxica and Scylla.

"Predacons! Here?" Streamline yelped in seeing this was not what they wanted to run into.

"Thanks for helping locate those pods for us, we'll take them off your hands." Scylla smiled to thank those for the big find for them.

"What now?" Streamline looked to Volpex as they got their hands tied between Aelita going after a pod, and them keeping Preds from securing two more pods.

"Oh for the love of…we have no choice but to keep these foes away. Aelita will have to fend for herself while we're stuck here." Volpex groans to shake her head in seeing they got no choice but to improvise.

"Oh my, leaving the Key unguarded. Don't blame us if our own reinforcements show up." Toxica slyly stated in seeing that might just come back to haunt those here.

"Oh don't worry, this won't take long…" Streamline issued to say in preparing to handle these guys long before enemy reinforcements show up.

Now as the Maximals and Predacons began firing to attack another, Aelita had gone through the tunnel path above to chase after the pod. But she was unaware when Waspinator showed up in having seen everything.

"Ohhhh…Wazzpinator can secure both Key and Stasis Pod all in one. Turhurhurrhmm…" Waspinator made a sly chuckled before transforming to Beast Mode to fly into the tunnel after those ahead of him.

* * *

 **MEANWHILE**

 **BACK WITH GROUP ONE**

We see Override and Lynxa slowly regaining their activation. As we notice Amelia and Tamiya backed away from their friends after having managed to remove their Maximal Locking Chips. This was tricky because Override had to explain how Rhinox did this act before when the bots were off before being reactivated when all was done.

"Hey, you doing okay?" Amelia asked if those here are okay, they aren't damage if they messed up.

"Ugh, a little out of it, but okay none the least for worry." Lynxa groans to rub her aching neck in knowing she's alright, but being power down for this to go by is tricky to get by.

"Carefully place the chips in the pods, we have to get them online and meet up with the others." Override explains in want was needed of the younger girls to do with the pods.

"O-okay…just, tell us how we can help?" Tamiya sheepishly responded in sounding nervous in doing this whole thing.

Slowly the younger girls approach the two pods before placing the Maximal Locking-Chips in them. Override and Lynxa slowly got up while watching the youngest humans go through the process in how to help activate a pod.

" _Systems Operation Restore. Stasis Pod At Full Capacity. Begin Process Of DNA._ " The male voice from the pods computer responded with an explanation of what was about to occur.

That's when the two pods began to vibrate and shake around before like before, a bright flashing white light erupted from the Stasis Pods.

"Waaaah!?" The little human girls yelped from the bright flash that came from the pods as they backed over to the other bots.

Then at that time, something was seen moving out of the Stasis Pod hatches. Everyone began to see what new form Maximals were now coming into the world.

The first seen was a Transmetal Version of an Arctic Fox which has white and icy-blue chrome-plated features as marking lines all over the body, & yellow eyes.

The second seen was a Transmetal Version of a Snow Leopard with white chrome-plated feature, light blue line markings, & green eyes.

"Woah…they look so…" Amelia slowly spoke in what they are seeing…

"Winter theme-like?" Tamiya finished in what types these Beast Modes they were.

Then the new Maximals exhibited a growl as if being on the defensive here. This caused the human girls to yelp to hug the other, but the fembots slowly approach to talk to those that seem…lost and confused.

"Calm ourselves, we can explain things. You are Maximals." Override held up her hands to calmly get those to understand they are all Maximals.

"Yeah, like us and these brave girls just helped you get online." Lynxa stated off in having those see the girls here are cool. "So, care to introduce yourselves?" She asked this as the new Maximals were slowly processing things.

"You may call me…Fox-Paw." The Arctic Fox Maximal spoke with a calm, peaceful female voice.

"And I…am Liepard. Greetings." The Snow Leopard Maximal spoke with a polite female voice.

Just as everyone was slowly beginning to introduce themselves while getting along with their new Maximal allies…an alarm sounded off. It was loud enough to cause everyone to flinch at the sudden noise.

"What's going on?" Fox-Paw asked a bit surprised by the noise.

"What's that sound?" Liepard asked concern, thinking that sound meant a problem.

"Oh no! I think one of the others must have trip an alarm?" Amelia yelps at the realization of what could have happen to one of the others.

"What do you think would come next if this place knows we're intruders?" Tamiya questioned that if they get found out, will the security here target them.

"I rather not stay to find out the answer to that question." Lynxa issued in thinking it's best to not stick around to find out for themselves.

"We must regroup with the others. Can you two transform?" Override issued to say while asking the new bots to hurry along and transform themselves.

This puzzled the new bots before looking to the other in nodding their heads to agree.

"Fox-Paw – Maximize!" Fox-Paw spoke her activation code all of a sudden.

Fox-Paw let loose a fox's cry while transforming from Beast Mode to Robot Mode. She transformed into a white exoskeleton frame bot with some Beast Mode features. The hind legs change into the main body's actual legs with the paws becoming boot-wear heels while the front legs are shifted backwards to behind the back area. The arms come out of the backside while the beast head sinks to become apart of the chestplate which has the fox head feature. The helmet has triangle fox ears of the chrome form head while a flow of hair trails from behind it in fox-tail shapes. The young fembot's metallic face is light purple, wears a bright blue visor over the optics.

"Liepard – Maximize!" Liepard spoke forth of her own activation code without warning.

Liepard released a leopard growl before transforming from Beast Mode to Robot Mode. She transformed into a silver exoskeleton frame robot with parts of the Beast Mode covering areas. The hindlegs shift upwards while the real robot legs come out of the body as boot-wear, the forelegs change into the actual arms while the paws are replace with five finger hands, the waist gets triangle disc pattern skirt, the beast head becomes apart of the chest plate & the tail is seen attach on the rear. The helmet is style to appear similar like the snow leopard with the mouth opening to reveal the face. The face was a young fembot with light-blue metallic face & had bright green optic color eyes.

Everyone was amazed by the transformation of the new Maximals. But after getting over the moment of what was seen, everyone had to quickly vacate the area. For whatever is about to go down, they are likely caught in the wind of it.

* * *

 **BACK WITH ZEPHYR-1 AND JACKRABBIT'S GROUP**

The scene opens to a lot of blasting as we see the Maximals were rushing left and right evading and dodging everything that was trying to terminate them.

"For a bunch of training weapons, they seem almost too lethal for normal practice!" Jackrabbit remarked off in seeing these things are not holding back.

"I agree!" Zephyr-1 stated as she swung her wing boomerang to knock more targets off. "We need to shut them down or else they keep coming!" She stated in knowing they can not keep this going if more and more weapons pop up.

At the moment, Sari and Sora hid while watching their friends try to keep the place's weapon systems from targeting them.

"Sis, what are you doing?" Sora asked in noticing Sari was using her expose machine hands to release energy into the system.

"I'm going to force this thing to shutdown. Can you help me out a bit?" Sari stated to say while asking to need a little help.

The sisters worked together to use their 'ability' to overwrite the programming for the entire area. Wasn't long before the firing weaponry made a sound before shutting down completely, giving the Maximals a chance to take a breather.

"Few….nice timing you guys." Jackrabbit signed in hoping that was the end of that terror.

"Wait…something is approaching?" Zephyr-1 alerted those in seeing unknown movement.

Everyone was on high alert, they just dealt with the security system of the area weapons, but what if individual personal show up now of all times. But what came into the room shock many when it was reveal to be their friend Sissi, as she struggled to carry Yumi with her arm over the girl's shoulder.

"What the…Sissi and Yumi? But where's Aquarius and Icthyo?" Jackrabbit yelped in wondering what was going on, why were the other humans here in such a messy state without Maximal protection.

"We were attack…the Predcaons showed up. But just before we were shock by the Energon Web, Yumi managed to shield me while cutting a loose end for me to slip out even when I feel slightly unconscious." Sissi explained a bit of the story in what happen to their group while setting Yumi down nearby. "For now, can you help me?" She asked in needing help since having carried her unconscious friend here.

"Of course, just tell us where the others are?" Sari replied off as the group gather to help the worn out girl.

"They're back in the other room, but right now the Predacons took the pods in that area to turn into one of them." Sissi explained where the other Maximals are, but mention trouble that some Preds took the pods they found and turn them into Predacons.

"Oh no! Are they still back there?" Sora gasped slightly while wondering if those Preds are still back there even as they speak

"No…they left because that she-spider Blackarachnia learn something, and pinpointed where Aelita's group is. We have to rejoin them." Sissi told everyone even more shocking news that their other friends are endanger.

"First things first, helping free our Maximal comrades." Zehpyr-1 pointed out that they gotta rescue Aquarius and Icthyo from an Energon Web hold.

"Then afterwards, kick some Preds out of our way!" Jackrabbit issued to say from eagerly wanting to take some action now.

The girls and Maximals were in agreement before hurrying on out of the area to rescue some unconscious comrades before meeting up with the others. No one was aware that on a nearby monitor, the same eye symbol flash in a static appearance before fading out mysteriously.

* * *

 **MEANWHILE**

 **BACK WITH GROUP THREE**

Back with a continuing battle where Scylla and Toxica were trying to take out Streamline, but she was using her speed to keep herself a distance while distracting the enemy. The reason being that Volpex was working on fixing whatever was up with the two pods left in the room so the Preds have less to focus on her and more on an attacking Streamline.

"Hey Volpex, can you speed it up, I'm quick, but I'm not gonna keep this up forever!" Streamline stated in seeing that she can't keep this up forever.

"And you think it's easy trying to fix whatever was messing with these pods…honestly, I don't know what's worse?" Volpex remarked off to say as she was working on the two pods here while the Preds were distracted.

"Aw geee, little miss foxy sounds like she's having a temper tantrum!?" Another female voice was heard as if taunting.

"What!?" Volpex slightly yelped as that was not a familiar voice she recognize.

Suddenly all eyes were on what was running and leaped out into the open, and it was the weirdest thing to happen.

The first thing many saw was what looked like a Transmetal version of a Hyena with dark purple fur and dark blue spots with black paws up to the ankles and red bright eyes.

The second thing was tied while being given a ride by the hyena bot. It looked like a Transmetal version of a Tiger Shark which has purple theme along with yellow trail mark lines, & yellow optic eyes.

"What's a matter, ain't never seen a shark on a hyenas' back, cause it's killing me! Hahahah!" The Transmetal Hyena issued off with a female voice as she let off a looney laughter; as if joking around before the start of a battle.

"Um…is anyone seeing this?" Streamline raised an eyebrow in what she saw was the strangest thing today.

"Oh it's real alright." Blackarachnia was heard from nearby to remark that fact before she, Venomess and Manta Ray enter the scene to join up with Scylla and Toxica.

"Ladies….say hello to some new Predacons joining our fold. Hyena Quinn and Thunderblast." Venomess issued off to introduce the new Predacons in the room from the hyena to the shark.

"Hey Hyena Quinn! How's about we show these girls how we do things!" The Transmetal Shark known as Thunderblast spoke in having sound like a real girl for wanting to have some real 'fun' here.

"I know what your thinking, and I'm all for it!" The Transmetal Hyena known as Hyena Quinn responded in getting extra eager. "Hyena Quinn – TERRORIZE!" She issued off to announce her activation code for all to hear.

Suddenly without warning something happened as Hyena Quinn lets off a laugh before transforming from Beast Mode to Robot Mode. She transforms into a silver exoskeleton bot with some features of the Beast Mode theme style around. The rear paws get shift to act like the knee-pads while below were the metal boot-wear, a gold waistline that resembles a belt around the body plate armor which was white while the design had black and red diamond patterns from the waist to the chestplate which the hyena head shrank down to show only the eyes and nose feature. Off the shoulders were puff sphere shape shoulder pads, down the arms were a silver gauntlets with red hands. From the helmet was style like a chrome except it had the hyena tails which resemble pigtails for hairstyle and had red stripe line following from the bottom to the edge. Inside the helmet was a metallic silver-white face of a young fembot wearing black optic goggle lens covering her light-blue optic eyes.

"It's Hammer Time!" The one called Hyena Quinn issued forth in sounding like a girl who's raring to go and cause some trouble.

"Thunderblast – TERRORIZE!" Thunderblast also spoke forth her activation code right afterwards.

Then Thunderblast began to transform from Beast Mode to Robot Mode. She transformed when the shark's head folds back & the body splits. Showing a black color exoskeleton frame, and parts of the Beast Mode on other parts of the body. The tail splits to form two legs with heels, the front fins are seen across the gauntlets, the chestplate area has a purple sphere in the center, tiny fins seen off the shoulder pads. The backside shows the flip shark head & the split body acting as protective shield plates. The helmet is a chrome shape aqua sea theme, a light purple metallic face with yellow optic color eyes.

"Oh don't worry, this will only hurt for a minute." The one called Thunderblast stated off before aiming her weapon out to take aim while flirting it up.

Then without warning, the new Preds fired off their weaponry range attacks at Streamline. The young Maximal cadet had to shift her speed into overtime when more of the Predacons tried to attack her while leaving Streamline not much room to attack when it's one against so many.

"Ahh….Volpex…remember what I said earlier?...I take it back! I NEED HELP!" Streamline issued to say in sounding a bit panicky that she may have gotten over ahead of herself.

"Gaahhh…why is it that things are just not going the way they are suppose to today?" Volpex groans to roll her eyes in seeing everything is falling apart.

Everything seems to be falling apart, Volpex was too busy trying to fix whatever sabotage or ill gotten work on the two pods to help get them up and running. Leaving poor Streamline to use her speed to keep her functioning as long as possible, but who knows how long until mistakes are made…

* * *

 **AT THIS TIME**

 **AELITA'S SITUATION**

The scene changes to where the crane arm was taking the damage pod into a restricted area. And coming out afterwards was Aelita who flap slowly down to the ground to study the area. It seem to be a separate experiment/holding cell area.

"Where am I?" Aelita asked in not knowing where she seemingly has ended up in. "I suppose I should focus on the…" She was about to focus on saving the pod from being taken…

But just then, Aelita sensed something nearby that made her react to notice two energy frames over large cube cages. When the pink-haired girl approach the energy cages, she found something inside that while looking like animals, they had an extra set feature not relating to their species.

The first was a mixture between a Cougar & a Horned Kark. The main body was like a cougar with white fur. But had white mix in feathers off the wrist facing upwards, around the neck & top head giving it the appearance of a lion's mane, and wings off the backside. There was dark blue texture of the cougar on the nails, the tail portion, even the face, but had the horned kark feature of crescent horns coming upwards on the sides of the head. Giving it the appearance of some flying mythical cat-like creature.

The second was a Mixture between a light brown Pug Dog & a Rhinoceros. While the head, paws and tail relate to the Pug Dog, the large body size and bulk, even the two-pointed horn on the forehead belong to the Rhinoceros.

The creatures noticed Aelita's presence, & carefully moved in the corner of their cages: almost wary of danger.

"Hugh…they're…Fuzors!?" Aelita lightly gasped in recognizing what these things were, Transformers that had two different Beast Modes fused into something else. "How did they get imprisoned? What's…" She was pondering a few questions on the spot here…

"Buzzz…." Suddenly a buzzing sound alerted Aelita to notice a familiar big wasp flew in. "Ohhhh…Wazzpinator has found the Key! Wazzpinator – TERRORIZE!" Then at that moment, Waspinator transformed from Beast Mode to Robot Mode.

Aelita slightly was worried in seeing that she has to face a Predacon on her own, especially when flashes of early memories of when Jeremie found her, she sense Waspinator was with a bad group. If not for Cheetor's involvement, who knows what could have happen. But times have changed, the girl tried to keep herself cool under pressure even when she was alone without much backup.

"Stay back! I'm warning you!" Aelita tried to put on a brave face against this Predacon. "Energy Field!/Powfruvhm…" She formed a sphere of pink energy before firing it off.

"GAaaahhh!" Waspinator yelped from seeing the attack coming. "POovhm…" The wasp bot ducked away as the energy sphere decimated a nearby electrical system. "Uh-oh! Wazzpinator forgot Key is now much tougher then when Wazzpinator last encounter her first time?" He issued in having forgotten that Aelita is now much tougher and can fend for herself better then when Waspinator last encounter her long ago.

"Trsisivhmm…" But one of Aelita's missed attacks shorted out the crane system causing the crane arm to spin before having lost it's grip hold on the damage pod.

"Hugh!" Aelita ducked when the pod was throw towards her.

"DEEeehhhh!/CLOOPvhmm…" But Waspinator was not so lucky as the Stasis Pod crashed on top of him. "Oooohhh….Stasizz Pod…heavier then…Wazzpinator remembered?" He groans from feeling the heaviness of a Stasis Pod: except he carried one before from below and not on his backside.

" _Alert…external damage…Stasis Pod will cease to function in mere few cycles._ " The Stasisi Pod's male computer system reported an outbreak that occurred and the time remaining…

"Oh no! The pod was already badly damaged…I have to get it up and running…" Aelita yelped in realizing the danger of a Spark about to go offline for good unless she does something.

Aelita quickly approach the pod to begin typing in the command codes. Course she was in such a hurry that she forgot an aching Waspinator struggling to get his lower waist half out as the pink-haired girl was behind him, but he could do nothing.

" _Unable to use DNA Scanner…Locking Chip programming causing error progress…Stasis Pod…failing…_ " The Stasis Pod's system voice reported an error in the programing; as time continued to tick down.

Aelita suddenly began to open the console board compartment to check what was wrong. When she pulled out a strange eye symbol chip, but it seem more advance to the point that spark happen. It caused Aelita to drop the chip from a reaction on the ground while studying what it was.

"This chip…it's design as if to suppress the will, I even felt like it was more dangerous then appeared?" Aelita stated in having figured out this chip she pulled out was not normal. "Luckily that's one problem done, but where else can I get another chip?" She was in a real tight spot, because now in order to fix the pod, she needs a replacement chip.

Aelita turn to study the imprisoned Fuzors, thinking maybe one of them could spare a Locking Chip to help the pod get the Maximal Protoform to be operation. But then another thought entered Aelita's mind in second-guessing using chips that mess up Fuzors to behave either like heroic Maximals…or dangerous troublemaking Predacons.

"Hmmm…I don't think it can work, the error action that created Fuzors might affect the protoform?" Aelita was baffled because using a Locking-Chip from Fuzors might cause a bigger error in the pod's programming to not accept, resulting in more problems. "But then what else can I try to do at this point without a proper Locking-Chip that works?" She was really in a fix, because she didn't have any Maximal Locking-Chips, what else can she do to help save the Protoform.

That's when Aelita noticed someone struggling under the pod which she forgot the trapped Waspinator. Then that's when the pink haired girl had a thought, something as if one could say is a last resort not many in the right minds would do: but what other choice does one have.

"Excuse me, Waspinator…was it?" Aelita spoke in earning the Predacon's attention. "I need your help." She spoke words that not many could say to an enemy.

"Whaaaaah?" Waspinator responded just as lost and confused as the next bot. "Key needz…Wazzpinator to help?" The wasp bot maybe a simple brain, but why in the world would his target request his help.

"I need your Locking Chip." Aelita blurted out something that became more shocking then before.

"Need Wazzpinator Locking Chip?" Waspinator was again surprised, twice in a single day. "Why…?" He asked because this was too bizarre, why ask for a Locking-Chip used by a Predacon.

"Because the protoform has suffered heavy damages and won't last long without a fully functioning Locking Chip by Transformer technology." Aelita explained what the chip is needed for, if not, the Protoform won't last.

"Hurrrgh…Wazzpinator confused more then usual? But Wazzpinator knows well enough, Protoform go from Maximal into Predacon? Does Key not wish for that to happen?" Waspinator was completely puzzled as he was a simpleton to think someone from the Maximals side would consider turning a Maximal Protoform into a Predacon.

"Yes…I know what it will do, but if I don't do something, the Spark will go offline permanently." Aelita explained that if she does nothing, the protoform won't survive in the end. "I don't…wanna see something taken before me again…Not after what the aliens took from us were Tigatron and Airazor." She looked away in feeling regretful in the memory of having lost two comrades by the aliens who took Tigatron and Airazor away.

"Hmmm…Tiger-Bot and Bird-Bot?" Waspinator replied off in recalling said Maximals reported to have been taken by the aliens.

"So please…just help me this once and I'll help free you…" Aelita asked in wanting Waspinator to cooperate to at least save a Spark from going offline before having a chance.

"Wurrrhh….nobody haz….ever spoken to…Wazzpinator like this before?" Waspinator was truly baffled because he's always on the short end of every stick. "Hrrrrrugh….fine, Wazzpinator give…" He signs to give in to the demands as he's left with little choice in this discussion.

Aelita nodded her head before she approach to carefully prepare a Locking-Chip removal from Waspinator's expose backside much to the wasp bot's concerns. But while the pink haired girl was working, the two Fuzors watch curiously in what transpired. The two each had different thoughts over the manner while wondering what will occur…

* * *

 **BACK WITH VOLPEX AND STREAMLINE'S SIDE**

The situation was not going well for those that had the disadvantage. Namely it was seven Predacons against one active Maximal trying to use speed to not hit within a tight space. Volpex was still finishing up the last little work effort in the two Stasis Pods while working under pressure that time was running short.

"Anytime now…./BAM!/GUuuagh!?" Streamline became unfortunate when one attack exploded to knock the yelping bot down; now her speed was cut off and became an easy target.

"Hahahaha…looks like you ran out of gas!?" Hyena Quinn laughed off in making a comical joke about the Maximal running out of steam.

"Sorry there little miss, looks like your luck ran out." Thunderblast remarked off in saying tough-tousy to a bot who's luck ran dry.

"Well done Blackarachnia, these two new Preds are certainly a good recruit choice." Toxica praise the she-spider for helping to find new Predacons to their fold helped out. "Now all that's left, is the little nine-tail fox who's all alone." She issued in seeing the only one left, was just Volpex.

"Out number yes, but apparently you all were so focus on her, you didn't see what I been doing." Volpex remarked in being the last one to get the last laugh: she just finished inputting the final codes into the two pods consoles.

" _Stasis Pod Beginning Final Process Procedures…_ " Each of the two pods male computer voice responded in beginning the final function process.

"What….NO!?" Scylla yelped in seeing that while they were solely focus on taking down Streamline, they allowed Volpex to finish getting the pods ready without the Preds doing the reprogramming effort.

That's when a bright flash erupted from the two pods that blinded the Predacons for a brief moment. Once the light was settled, two new creatures began to appear from out of the two pods.

The first to appear was a Transmetal version of a Japanese Honeybee with golden yellow body theme, white plated insect wings, dark grey stripes and deep purple-blue color insect eyes.

The second to appear was a Transmetal version of a large size Tortoise with a deep-blue/green and black edge lines on the shell while the limbs and head were silver & had bright red optic eyes.

When the new Transmetal creatures appeared, they instantly began to become active in recognizing friend & foe.

"Blaze-Wing – MAXIMIZE!" The Japanese Honeybee called forth with a female voice of her activation code.

With a loud buzzing sound, the insect transforms from Beast Mode to Robot Mode. Displaying a transformation somewhat similar to how others due it revealed a surprise. A solid deep grey-blue theme exoskeleton with parts of the Honeybee golden yellow and dark grey stipe theme on certain areas. There were the boots with white steel toes, gauntlets with white metal hands, a metallic skirt split off from the bee hive rear, chest-plate with a tiny scrunch insect head acting as a pendant feature, & a chrome honeybee style helmet with antenna features. The metallic insect wings were located on the backside which were split into four wings then two. There was a young female metallic silver face & had bright green optic color eyes.

"Shellter – MAXIMIZE!" The Tortoise spoke with a female voice as she also announced her activation code afterwards.

With a low tortoise calling sound, she transforms from Beast Mode to Robot Mode. The transformation shows the shell beneath opens while the legs retract inside and the head sinks in. Revealing a young fembot with sea green theme exoskeleton frame while much of the Beast Mode theme covered other parts of the body. The areas were around the boots, waist, chestplate, gauntlets, they all had tiny hexagonal patterns, while the knees hands and shoulder points were silver metal theme. On the backside the top shell split to form shoulder pad/wings facing a triangle upwards position. The helmet was connected to the neck and shoulders, almost appearing like a hoodie or something for the head to hid behind. As the face was a silver metallic frame of a young fembot with black spec goggles with yellow-green lenses while her optic eyes were bright yellow.

Now there were some new Maximals on the scene. They had now transform to Robot Mode and were ready to help those that were shorthanded on the spot. Blaze-Wing pulled out a Stinger Gunblade to fire off shots & attack up close before revealing her Hive Launcher firing bee-drones which when made contact, explode. Shellter used her Tortoise Shell Shield to protect her while firing her Double Disc. Launcher for cover fire as she help rescued Streamline to meet up with the other Maximals.

"Ugh….glad to see we got some new additional help here?" Streamline groans to push herself up a bit from her damage while being glad to see, back-up has appeared.

"No problem, when it comes to bugging enemies, just leave it to me!" Blaze-Wing smiled off to make a comical joke on the spot.

"We can help provide cover & decease the number of damages while looking for a way to escape." Shellter insisted on what they do to aid those to find safety.

"Thanks. Our job here is done, now we just have to get out of here and find Aelita." Volpex issued forth in what they gotta focus on next, finding someone who left them a while ago.

"Hmmm…Looks like the Maximals managed to gain some upper ground now?" Venomess hums in studying that now the numbers of Maximals went up to 4 then just 2 here.

"Not like it'll matter much, we still out number them." Toxica remarked off in reminding those here, that they have the number advantage.

"I wouldn't be too sure if I was you!" Another voice was heard as if challenging that stated claim.

That's when the Predacons turn to spot Zephyr-1, Jackrabbit, Override, Lynxa along with the new bots Fox-Paw and Liepard. Amelia, Tamiya, and Sissi hid from the entrance nearby with the still out cold Yumi, Aquarius and Icthyo.

"Oh great, looks like the Calvary has arrived?" Scylla rolled her eyes in seeing that now the Maximals got reinforcements at this time.

"What now?" Manta Ray asked in seeing they will lose if they don't do something.

"Relax, according to the logs, this place was housing at least 9 Stasis Pods. If the Maximals have 4 now and we got 2, that means we can turn the tides if we find the other 3." Blackarachnia

"We're not gonna let you have them!" Lynxa snapped off that they won't let the enemy take the last remaining pods to turn them into Predacons.

Suddenly while everyone was focus on each other, some large giant doors were seen sliding as steam was released. Everyone cease their action to hear loud noises of something coming in before coming out of the steam allowed all to witness what was before it. It resembled a large mechanical red crab with four long slender scythe-like legs which seem useful for climbing and crawling along very steep slopes. It had three white optic eyes below and in the top layer line of the shell acting as a face. There was even an eye symbol on the back/top on it's head.

"Um….what's that suppose to be?" Blaze-Wing raised an eyebrow in what it was they were seeing.

"It looks like…a Giant Crab?" Shellter slightly stated in guessing what feature the machine resembled.

"Um…do you think it's a Transformer Aelita found and it's on our side?" Jackrabbit raised an eyebrow to question if maybe this thing was on their side.

Then without warning, the robot crab thing was charging something like a triple laser beam before firing it off all over the place. Causing destruction while making all the fembots scattered in a panic.

"Scratch that! It's not on our side! And it doesn't seem to be on the Preds!? So it's on neither side but it's own?" Jackrabbit shouted off in a panic in seeing this thing was attacking both sides without a care.

" _ **Deployment of Krabb achieved, deploying Megatanks.**_ " A deep male voice was heard having announced the name of the machine: Krab, and then afterwards, another thing that was about to come forth.

Then something was seen rolling from the same open giant sliders that immediately stopped. It was a dark grey theme color object resembling a large, ball-like sphere. The females had no time to ponder what this was, cause it expands to reveal a hidden compartment with wired devices connected to the center revealing a hidden eye symbol. This thing was known as the Megatank.

"A giant metal rolling ball, how dangerous can that be?" Volpex raised an eyebrow in seeing something else popping in the middle of this.

Then after the Megatank opens it's center to reveal some inner workings along with an eyeball symbol. Something was charging from the sides to the center, before unleashing a red wave beam from the front and backside which expanded to reach the aim sides and above. The bots had managed to escape that but the attack almost hit Sissi, Amelia and Tamiya's side of hiding by the entrance; just as the attack faded after a while. But then another Megatank rolled in, preparing to join the melee.

"I think THAT Bad!" Sissi yelled off in seeing just how dangerous those wheeling ball tanks can be when they open fire.

" _ **Now deploying Kankrelats in attapt to outnumber intruders.**_ " The deep male voice announced yet another new surprise coming along.

While many were distracted, multiple things came from behind the steam of the giant slider doors. They resembled a blown pale brown head frame with a red optic eye, mounted on four short robot legs, making it somewhat slow or at times fast. They had the same eye symbol on the foreheads. These so-called Kankrelats maybe tiny, but they charged a red laser from the red optic to fire on anyone in the room, forcing Maximal, Predacon, gynoid & humans to duck & cover.

"Yikes!/STOMP!" Hyena Quinn yelped before using her hammer to squash one of the tiny crawly things. "These little guys sure can be buggy?" She remarked off in having to deal with some ugly creepy crawlers.

"These things are an endless swarm?" Thunderblast remarked off before firing her missiles to blow up a few more dozens of these tiny bug bots. "Does anybody have any idea how we can get out of this?" She asked in not wanting to stay if they have to deal with more pesky crawler things.

"Right…time to call this a day…" Toxica replied off in seeing it's time they make an exit while the getting is good. "Waspinator, do you read me….hello?" She tries to get in contact with the bot to get them a Warp Gate, but she got static. "Ugh…we must be too deep, we can't radio a Warp Gate?" She cursed in seeing they can't get out by using a Warp Gate, so now what.

"The same for us it seems. Looks like the only way we'll get out of here, is if we survive…together!?" Zephyr-1 issued off to state something she might regret, but they need to work…together on surviving.

That news was probably the most shocking thing anybody or any bot has heard all day today. For those that remember the last time Maximals and Predacons called a truce, the enemy only did it because of the aliens and until the time was right to go back to being enemies. But now if anyone wants to get out of here, they gotta work together, it's gonna be something of a miracle to pull it off…

* * *

 **BACK AT AELITA'S LOCATION**

The scene shows Aelita having successfully taken the Locking-Chip out of Waspinator, as she carefully places it into the damage Stasis Pod.

" _Stasis Pod functions returning to normal…preparing DNA Scanner…_ " The pod's male computer voice reported from it's functions returning to normal.

"Oh my…I wonder if there is anything here the Protoform can take a Beast Mode of?" Aelita exclaimed with thought: she may have provided the chip, but without a Beast Mode the Protoform won't become active.

Then the DNA Scanner Wave appeared from the pod as it was scanning the entire area. Unknown to everyone, there was a living creature in the room. It was tiny insect which it flies near a crack in the ceiling: a little bee. Then at this moment, the pod's computer screen was accessing the lifeform it picked up as the Spark was pulsating.

"Hey…when can Key help Wazzpinator out? Oough! Stasiz Pod zzhake all over!?" Waspinator exclaimed from feeling neglected with a pod on top of him vibrating without warning.

But then Waspinator's pleas were pushed aside when something was seen coming out of the Stasis Pod's hatch to reveal what Beast Mode it had taken. What was appearing turn out to be a Transmetal version of a Bumblebee with yellow and black stripe patterns, white chrome insect wings, and red insect glass-like eyes.

"Hugh…" Aelita gasped from what she saw.

"Waaaahhh…?" Waspinator looked up only to drop an open jaw.

That's when the new Transmetal Bee flew around to study it's surroundings. But when it spotted Aelita and Waspinator, it flew down to approach; but was responding with a hint of fascination.

"Bzzz…who are you?" The Transmetal bee spoke with a female voice as it addressed Waspinator; who had an insect theme to his appearance.

"Um…well…ugh…Wazzpinator is…Wazzpinator?" Waspinator tried to get his words together when speaking to the new bee-theme fembot.

"Waspinator?" The Transmetal Bee responded in sounding curious. "Me….Q-Bee…Need help?" She spoke to introduce herself and offered some assistance.

"Um, well…yes please?" Aelita nodded to say, so far there was nothing bad about the new active Predacon.

"Q-Bee – Terrorize!" At that moment, the new bot announced her activation code.

Soon the new insect made a little buzzing sound while transforming in midair from Beast Mode to Robot Mode. A purple exoskeleton theme bot with some Beast Mode themes split around: spike kneepads and elbows, a slender yellow & black stripe body figure from the waist to the chest plate, followed by silver chrome fluff wrist bands and a triangle form fluff around the neck area. The insect rear stinger is located on the back/rear side, and has the white chrome insect wings on the backside. The helmet is style to form a light purple crescent form matching a hair style, and has the antenna on the forehead. The metallic face is purple of a young fembot and has black insect eyes closely a style of a female humanoid.

"Guuagh!?" Waspinator's jaw pretty much dropped because, Q-Bee looked like she be something of a queen bee figure.

"Free others…yes?" Q-Bee asked those in noticing the other creatures still in containment.

That's when after Aelita nodded her head, Q-bee pulled out her weaponry: it was called a Sting Rocket Lander. After firing two shots that made big explosive contacts, she destroyed the containment cages. Thus allowing the trap Fuzors to slowly come out before stopping with confusion at their saviors.

"Hello there, you don't have to be afraid." Aelita spoke in speaking to those that felt uncertain of what action to take. "What are your names?" She asked to try to get on a good bases with the Fuzors.

"Well…seeing as how you wanted to help, I guess you seem alright? I tried biting them things with my jaws, but they were locked good. So….maybe my name could be…Lockjaw?" The Pug Dog & Rhinoceros creature spoke with the voice of a young female, who despite being caged had some perky yet bubbly personality.

"I'm not sure who or what I'm suppose to be, at least not…absolutely? But I guess maybe my name could be…Absol?" The Cougar & Horned Kark creature responded with a more shy, uncertain tone of a female who isn't sure of what she can bring: she might look unique and strong, but her personality seems weak of a fighter.

"For now, lets get out of here." Aelita inisisted this while Q-Bee helped push the Stasis Pod off of Waspinator to allow him to get up: good thing too, cause he felt crushed under the weight.

" _ **Intruders Breech Security Protocals! Xana Program Engage Complete Destruction On Targets.**_ " A strange deep & bolding male voice was heard on the announcer speaker, catching everyone's attention.

"Eep! Wha that?" Waspinator yelped from strange voice heard from within the chamber: whatever it was, did not sound pleasant.

"I'm not sure…it must be a system running this place. We have to go before…" Aelita shook her head to say before suggesting they leave…

Then strange growly noises are heard before a hidden sliding door opened in the corner of the chamber. That's when something was seen entering that left many to gasp at such a sight. The lower body which is a mechanical and snakelike, while the upper body has a brown hunched torso, two thin legs and a thick lip-like mouth. They have the eye symbol acting as the main use for sights. These things look disturbing and simply just 'creepy' to even look directly at their faces.

"Friends?" Q-Bee asked if these things, are their friends.

" _ **Creepers – Engage!**_ " The deep bold voice system spoke in giving instructions.

Without warning, the strange things called Creepers opened their mouths to fire off red energy beam shots. Those in the chamber yelped from the sudden action, as the Creepers began to slowly move their arms to drag their slimy bodies to the group.

"I don't think they are friendly!?" Lockjaw stated in noticing, these things are not wanting to befriend them.

"We have to get pass them!" Aelita instructed those that they have to fight.

"Um…do we do what they did?" Absol asked off in trying to figure out how to help out. "Lets see…Absol – Terrorize!?" She issued to say this after witnessing Q-Bee.

That's when Absol made a loud roaring cougar sound, as she transforms from Beast Mode to Robot Mode without warning. Allowing her to transform into a primarily grey exoskeleton frame bot with some of the Beast Mode features. The front legs become the main robot legs, the rear legs are relocated on the shoulder pads, dark blue pentagon shape in front of the waist, the tail is seen attach to the back area above the rear, dark blue robot arms appear with claw-feature gauntlets, and the wings are on the back area. The helmet is shape like a chrome with the same crescent horns on the sides. Appears like a young fembot with a metallic face which is grey-blue with red optic color eyes.

"Should I also…" Lockjaw was about to say the same activation code, but…

"No…that's a Predacon Activation Code…you have to say Maximize!" Aelita stopped the Fuzor from jumping to the wrong conclusion: the error in the programming must have let a different activation code slip in when their systems guard were down.

"Well okay…Lockjaw – Maximize!" Lockjaw nodded in trusting what Aelita wanted her to do.

Now Lockjaw made a growling dog-like sound before she transformed from Beast Mode to Robot Mode on the spot. She transformed by lifting herself upwards, revealing primarily gold and tan color exoskeleton frame, and much of the Beast Mode shifted around. The rear paws act as the main feet/boots, the front paws shift to become the shoulder pads, the waist reveals triangle bladed skirt patterns down to the knee joints, the chestplate area has the two-pointed horn covering over it. The helmet was a chrome style with a two-pointed horn in the back where a tied up ponytail strand reach down to the backside. Has a tan metallic face of a young fembot with red optic color eyes.

"Friends….fight back?" Q-Bee asked in thinking what they need to do.

"Yes…we have to getaway!" Aelita nodded to confirm they need to getaway from these strange things.

"Oh boy…Wazzpinator feels like things are becoming very zztrange here?" Waspinator exclaimed in feeling this is getting weird even for him.

Everyone was quickly to evade, dodge, & attack back at the Creepers. But these new enemies seem like they could scale on walls to attack from the sides or above. But even still, with enough effort the group could make it through since these Creepers weren't as tough, but they seem to make many growls and howling noises to communicate in performing attack patterns. Things may not be so easy, just creepy is all…

* * *

 **OUTSIDE THE OPEN** **HALLWAY**

The scene shows those previously running through the hallway, trying to escape the hidden facility while being pursued. The next creepy thing was watching out for new enemies… Popping across other hallways, were things that resemble giant spiders with an eye symbol on their heads and four jointed legs. These things are quite difficult to destroy and apparently one alone seem to almost wipe out the whole Predacon group single-handedly. The Maximals had to team up to cover their enemies as they managed to take some out, but not all.

"Look out! More of those Tarantula things are coming!" Tamiya yelled out the name of the pursuing machine enemies.

"Ugh…these things deserve the name! They're pest that won't leave us alone!" Amelia groans to complain in seeing these things are real pest alright.

"We need to reach for the exit, or it's likely, we won't escape." Artemis inform those of their troubling situation.

"Daaaaugh! Then we just blast our way through the walls!" Blackarachnia groans in thinking they make an exit.

"The wall structure is too dense, given the time needed we wouldn't make it." Sora inform those that the walls are too dense for them to make a clear path which needs time.

"At least we got away from those other things, right?" Sari tried to look on the brighter side of things.

Then something was approaching on red robotic spider-like legs, but had yellow cube-shape bodies. They had the same eye symbol in round domes seen on each four sides.

" _ **Blok units in position. Apprehend targets.**_ " The male bold and demanding voice issued to announce.

The so-called Bloks charges lasers or fired freeze beams or rings of fire at the group. The group tried to find cover while defending those that couldn't, be it human or even an injured Predacon. The scene later opens to where many of the gathered Maximals, children and Predacons have run to some elevator hatch area while fending off against the enemy. After having dealt with enough and learning these strange machines work under something called Xana, Artemis started to refer to them as Xana's Monsters for an easier identification notice.

"Does anyone have any idea who or what this XANA guy is?" Amelia asked off from evading another blast shot: as they don't know who's sending this 3rd party to deal with them.

"It's possible that he's a special military programming A.I., that may explain why when Aelita tried to learn things, she was blocked by an advance system." Artemis inform the group of what the XANA is, an advance program taking charge & had enough protection that Aelita was blocked from getting full details.

"So the chips we found might have been this XANA's doing." Sari asked this off as she swung an energy blade from her wrist at the target foe.

"But why would he try to change Protoforms?" Tamiya asked puzzled about some A.I. trying to change a Protoform into something not Maximal or Predacon.

"Probably to make more troops against us in not just Maximals but Preds!" Sissi issued to think someone was plotting something.

"Great, as if the unknown Aliens weren't our only concern, now someone on this planet wants to wipe us out?" Jackrabbit rolled her eyes to remark how things keep getting bad for their side.

"We all need to cover each other, or no one will make it through this alive." Sora stated in what the game plan needs to be.

"Well some of us could be in better shape, if not paralyzed by a certain spider?" Yumi remarked to stare at Blackarachnia for having left half the Maximal party out of action, they can barely stay awake and fight at the same time.

"Well it's not like somebody's gonna come knocking to save us?" Hyena Quinn shrug off to comically state what could happen if such a thing occurred.

"AAaahhhh-Aaahhhh-AAahhh…" Suddenly, an angelic voice melody was heard from somewhere that made everyone seem to recognize it. "Grughbruvhmm…/BREAKfruvhmm…" Then rumble sounds were heard followed by a big explosive force as the back wall side everyone was near saw a hole appeared.

"Wow, I should make random guesses more often?" Hyena Quinn exclaimed in being surprised, her words earlier became literal that even she didn't see coming.

Then who should appear from the hole as the dust cleared by Aelita followed by some new bots…

"Aelita! Your okay!" Yumi smiled happily to see their friend.

"And you found the other Protoforms?" Sissi exclaimed in seeing other bots coming behind Aelita.

"Well…it's complicated?" Aelita shrug off to simply say just as Waspinator was seen coming from behind which Q-Bee helped guide him while everyone witness this.

"Waspinator! What's going on? Your walking with the Key like it was normal?" Venomess raised an eyebrow in not believing what is happening, a Predacon not snatching the Key right before them.

"Well…zzhe help Wazzpinator from being stuck? Zzoo Wazzpinator promised not to hurt Key?" Waspinator sheepishly rub his backhead that he mentioned this embarrassing tale.

"Well this is dandy, here we all are. A big reunion while pin down by whoever wants to terminate us?" Volpex remarked off in how this situation of two opposing forces gathered only to be hammer down by a third party, AKA the Xana Monsters.

"I managed to create a tunnel that will lead us back up to the surface." Aelita pointed in what she did to reveal she made a way to help all of them escape.

"But that won't solve anything, these guys will likely hunt us down." Scylla raised an eyebrow to point out the obvious.

"Unless we can bring the whole compound down. We didn't have time to take the pods, but…we left a remote command for them to self-destruct just in case." Aelita

"Then lets blow this place…literally!" Jackrabbit issued to say in wanting to get going.

Soon everyone ran through the hole opening which would lead them straight up out of the underground facility. During the motion, many of the new bots transform to Beast Mode while also changing into their own Vehicle Modes.

Blaze-Wing transforms as she moves the legs around the bee-hive rear facing forward, the two wings split to make four with one facing up and down on both sides.

Shellter transforms as she brings in the legs which get replace with turbine jet propulsion fans which can adjust the movement of where one wants to go & hover low or high. It's vaguely like seeing what is describe like an Anti Aircraft carrier but in a more turtle theme sense.

Fox-Paw changes to reveal hidden wheels from the back of the forelegs and hindlegs. Giving it the appearance of a four-wheel motorcycle theme vehicle, only in a metallic artic fox look.

Liepard changes from folding the forelegs and hindlegs inwards to the body. Then from the paws reveal turbine fans while beneath the stomach, wings pop out to give it the appearance of a hovering vehicle only more cat-like.

Thunderblast changes by moving the fins down & the tail splits to form wings, the missile launcher appears from the top. Giving the appearance of a Hydrofoil only in a shark base theme.

Hyena Quinn transforms as she reveals hidden wheel compartments from the rear sides which allows the hind legs to fold into them. Then the front legs stretch forth as both paws reveal a hidden mini-wheel beneath. Then pipe thrusters pop out of the rear compartment, acting as jet turbo engines. Giving it the appearance of a motorized metal hyena mobile vehicle.

Q-Bee transforms by shifting the insect legs to the waist and lower the wings, thus creating a fighter bee plane which it's legs fire off yellow blast shots.

With the changes done, everyone was quickly following the escape route Aelita had made for them. But just as everyone made a bee-line to freedom, a hidden compartment above was sliding open.

" _ **Hornets…Chase after targets. Do not allow them to escape.**_ " The bold deep voice announced a new order.

Then something was seen flying & made buzzing sounds before coming into view. They resemble a legless mosquito/wasp with five pairs of thin wings adorned with digital-like veins, plus they had the eye symbol along with no other normal eyes for such an insect. The dub Hornets flew into the open tunnel to chase after the targets while the ground enemies followed on foot. Deep in the tunnel, everyone was reaching the outskirts of the abandon Mega Mall…when loud buzzing sound was heard which didn't come from any insect bot.

"We're about to get company?" Manta Ray issued to say in seeing unwelcome company approaching.

"Now might be a good time for that so-called self-destruct thing?" Aquarius issued to say in hoping they can make it out.

"Aelita, there are no more Protoforms left, are there?" Zephyr-1 asked a question which Aelita shook her head 'no' in response. "Then let's end this./Click!" She pulled a trigger click device as she pressed it.

Deep within the underground facility, the lonely Stasis Pods began to make beeping noises, attracting the attention of Xana's Monsters: but when a long lasting beep noise was heard however….

"BOOM…BOOOM, KABOOM-BOOM…" Multiple explosions were heard destroying the secret underground chambers, destroying everything in it's path. Soon the entire portion of the Mega Mall sunk in the ground to collapse, crush anything left below. And soon the camera shows everyone a safe distance away, observing the work they performed.

"Few…we made it out safe and sound." Streamline signed with relief that this was over.

"Don't count on it, we still have one little score to settle?" Icthyo narrow her eyes at the Predacons with a firm look.

That's when everyone turn their attention towards another, and sides were split: Maximals and Humans, against the Predacons. After a short moment of not doing anything of who make the first move, well…someone broke the ice.

"Ahhh, after tonight, I think we should call it quits!" Thunderblast groans in feeling this was just too much for a fembot to take.

"As much as it's a bother, we should appreciate not coming out of this empty-handed? Wouldn't you agree ladies?" Venomess smiled to look around to remind her group, they scored new members so it's not a total lost cause.

"Well…it's clear even with the new numbers, we're still short handed. So we'll give you Maximals a break by calling it a day." Toxica shrug off to simply say while smiling to give the Maximals…a break for the day.

"You expect us to believe you?" Lynxa raised an eyebrow in having a hard time believing that.

"I don't know about you gals, but I'm totally beat! So we're gonna make like a Drum and Beat It! Hahahaha, get it!?" Hyena Quinn issued to say while laughing it out from her crazy joke.

"Waspinator, the Warp Gate!" Scylla instructed the wasp bot to get their ride back to base ready.

"Duuoogh! Wazzpinator almost forgot!?" Waspinator yelped in being told this before getting to work.

Soon Waspinator found the device, pressed it and out appeared a Warp Gate. The Predacons were slowly entering to leave, only the last new Fuzor was holding up the rear.

"Wait Absol! You don't have to go with them?" Lockjaw spoke out to try to reason for the bot she sorta knew, to not leave.

"Friend…coming?" Q-Bee pops out of the Warp Gate, pondering why Absol was taking so long.

"I'm sorry, but I don't know who I'm suppose to be. For now, I'm a Predacon…thank you for helping us…goodbye…" Absol responded with a meek little voice, as she simply just…went with those she's with.

Now with all the Predacons having left, the Warp Gate vanished. Leaving just the Maximals, Human Children and a Gynoid behind.

"Well, so much for a nice, peaceful girls night out?" Override shook her head in seeing today's night out was a bust.

"Sorry Aelita…we know this was to help what happen from the Aliens return." Amelia apologized to their friend; knowing this time off to relax and have fun was ruined.

"Guess things went south and now the Predacons got away with new bots?" Tamiya signed in feeling like today was just not their day.

"It's okay…at least….not everything was a lost cause." Aelita smiled a bit to know they didn't lose out too much, they still got some new Maximals on their side. "I just hope what I did was the right thing?" She muttered to herself, thinking back to when she saved a Protoform by…using a different chip.

"Well you best be ready, cause no doubt when we get back, Optimus will want a very detail explanation." Volpex issued to say in feeling like they got some explaining to do when they get back.

That caused some girls here to have some second thoughts, knowing Optimus will not be too pleased to learn…what they encountered and what they were secretly up too.

* * *

 **LATER AT THE PRED HQ**

The scene opens around the Command Center where on his commander's chair motion it down to those present. Megatron had listen in on a report when Blackarachnia and the other fembots went out, encountered the Maximals with the Key, found a secret facility with Stasis Pods, and the end result conclusion was…somewhat pleasing…

"Ah yes…I see it now. My dear Predacons have been busy. And recruiting more soldiers to the Predacon cause." Megatron lightly smiled in having absorb everything that the fembot Preds have explained to him. "But do tell me…why was I never informed of this little trip?" He raised his eyebrow with suspicion that those here went out without informing him.

"Oh well, you know we were just looking for some fun. And wouldn't you know it, there were Maximals and the Key there, looking for fallen Stasis Pods." Toxica shrug off to simply explain how things went and under unexpected encounters. "And fortune smiles that we managed to acquire those here that are good?" She pointed to Hyena Quinn, Q-Bee and Absol as proof of what they brought back.

"And just…how good are they?" Megatron raised an eyebrow to ask, if these new bots can be useful.

"Well if you hum a few bars, we can play that tune or wreck it Mister M! Cause we're lean, mean, smashing machines!" Hyena Quinn issued off to happily say while behaving almost like a nutcase.

"And clearly it was the wiser choice coming here. Clearly we should see fighting against you is foolish. Someone who's big, strong, brilliant, and powerful…someone like you." Thunderblast issued to say in trying to butter-up to their new leader with compliments.

"Gurhum…Yes…" Megatron cleared his throat when being praised by such things he already knows. "Very well, you may join us, but I will expect you all to be loyal and work you hard with no breaks…just because you are fairly new." He regain his firm and stern expression to make this statement for the new fembots in what it mans to work under Predacon command.

"Oh it's a done deal!" Thunderblast smiled off all excited that they sealed the deal.

"Hmmm…we loyal? So does that mean, loyal to Megatron is being loyal to everyone in same group?" Q-Bee responded a bit puzzled in trying to be fully up to date.

"Ohhh yezzz….Wazzpinator think zzo." Waspinator nodded his head in saying it's so.

"I….guess if that is so, I will do my best." Absol lightly responded in having been told this.

"I don't know much about you ladies, but I think a good dip in the CR Pool can take the tension right off." Venomess shrug off to simply state it's time they have some R&R time after that weird event.

"I ain't complaining Venomess! I like the way you think!" Hyena Quinn smiled to lean over to agree, she and Venomess are on the same page.

"Ohhh…before you go, just one last question." Megatron cuts in before the fembots could leave. "Your certain, that something else was there?" He asked this because any intel can be vital to know, if there's more then just pesky Maximals.

"Oh yes, we didn't get the chance of who?" Manta Ray replied off that they never saw the real mastermind.

"Except for the name, XANA? Really strange. One of those Maximal human pals said it was some A.I. thing?" Scylla shrug off to lightly mention this without so much care on the topic.

"Any nuttier then my processer unit to sent out weird monster machines." Hyena Quin spin her finger to her head in stating the obvious fact on how nuts that was.

"So, are we done here?" Blackarachnia asked dryly in liking to go now.

"Ohg yes, you may leave….for now." Megatron responded in sounding pleased; before muttering that last bit under his lips.

Soon the fembots were leaving the Command Center, looking between intrigue by their surroundings or some more puzzled about getting comfy with all the hot lava. But Megatron was alone to absorb everything he's heard, and his focus was centered, on something else.

"Hmmm…it appears that I may have to keep a closer eye on those doing things behind my back. Especially those who…display themselves to stand out from the rest." Megatron rubs his chin, contemplating on things while seeing the last fembot, Blackarachnia, leave the area. "Perhaps the next time, I shall insure whatever happens…doesn't go unnoticed by me." He proclaimed in having decided, he needs to be up to date, on anyone's actions.

The scene began to fad out from here, as some hidden agendas are about to form within the Predacon crew: for treachery is within their system. And if not carefully watch, then unpleasant things like an uprising, may occur unless one in charge…shows others who commands who.

* * *

 **LATER AT THE MAXIMAL BASE**

When the Maximals, humans and the rest return to the Axelon, they went to find Optimus with a few other crew members in the Command Center. There was much surprises, much of which was learning what those here did and upon the encounters of finding Stasis Pods, Predacons, even another enemy: it was a lot to take in.

"Oh all the Irregular…Irresponsible…do you have any idea of what you just went through? Or how seriously deep you were in?" Dive-Bomb groans to complain in seeing the young bots almost put themselves and the humans in such a situation.

"Um, a little bit?" Jackrabbit sheepishly responded, seeing that Dive-Bomb seem back to his old grouchy self if he was giving them a lecture.

"While I'm pleased to see you all are unharmed, but you should have notified us." Optimus Primal issued to say while being firm of his words.

"Heh, yeah…a Girls Night Out, boy…that's hurtful just thinking of missing out on all the fun!?" Rattrap lightly replied off in sarcastically thinking; some of them wish they were involved when it was all the ladies wanting to have some fun.

"Optimus, it's all my fault, everyone just wanted to cheer me up since…" Aelita spoke in taking responsibly for being the cause; everyone just wanted to cheer her up because of her sadness…

"Since Tigatron and Airazor left…I know what you mean." Cheetor looked down in feeling pretty much bad to know, how others hurt the most when losing some close friends.

"Many of us wish to take responsible, we were suppose to watch the young ones…instead, we let ourselves be exposed to danger." Zephyr-1 insisted to say that those watching over the young bots, did not do a good job and so the fault lies heavily on them.

"Not only were there Predacons, there was something else. Some new enemy that targeted everyone as foes." Icthyo pointed out to mention another encounter they learn.

"Hmmm….this XANA, you learn it's a military A.I. programming that block the Key?" Rhinox rubs his chin to ponder what they learn about this XANA program, had capabilities they never believed possible.

"Affirmative. It might be the most advance AI, it maybe using an energy source we're not familiar with?" Artemis nodded her head to confirm while stating such a new foe might be getting an energy source not natural to the planet to be advance to keep someone like Aelita blocked in a network connection.

"Maybe it's Energon, but then again, it might be the Earthlings found alien tech to provide such an edge?" Longrack scratch his forehead to ponder the most likely of thoughts on the matter.

"Hugh….for now, it's late. Time for all of you to get some rest." Optimus Primal signed before suggesting they put this discussion to bed. "I'm sorry that many of you who just arrived witness this. Usually, our crew is a bit more…up to date in what processes need to be taken into account." He turns to address the new bots in the room, being openingly hospitable.

"Aww, I don't know…if they were not active, we might not be here. We be something else?" Lockjaw shrug off to simply put how they wouldn't be here if not for those that did things on their own.

"It's true…we might have become something not Maximal…or Predacon." Liepard lightly nods with some thought for worry; involving an enemy besides the Predacons that target reprogramming Protoforms.

"Well lets be glad we're here now, but now it's clear it's more then just Predacons to worry about." Fox-Paw shrug off to simply put it on what they got going on.

"Well whoever they are, we'll show up and make them go so buggy, it'll be the bee's knees!" Blaze-Wing issued to say with a smile while making another pun to humor those around.

"Is there anything else we can do, we want to be as helpful since we arrived." Shellter asked politely in wanting to be of some assistance.

"Huhuhuha….for now, rest. We'll give you all assignments around the morning. By then, we can introduce you to more members." Optimus Primal lightly chuckled off before wanting even the new bots, to get some rest.

With enough said, the fembots were seen heading out of the room to leave and get a good tour of the base. Optimus noticed Aelita in the rear of those leaving, she seem…distracted.

"Aelita, you still seem trouble, everything alright?" Optimus Primal asked this gently, sensing something on the girl's mind that bothered her.

"Optimus…I fear I'm responsible…for turning an innocent Protoform into a Predacon. But…I wanted to save it's life even if I had to use a different Locking Chip. I tried to alternate the chip to maybe, make the Protoform not be entirely evil, but it was my first time? Do you think, this may come back at me?" Aelita admits what bothers her, that she made Q-Bee become a Predacon since she used a different Locking Chip: but despite her effort, will this act come back to haunt her.

"Well, nothing is for certain. Besides, what you did was left with no choice but to keep a Spark from going offline." Optimus shook his head to sound understanding: the hardest choices are what make them all different even in doing something to save a life by turning it into something else. "Maybe someday, it might not become a burden, but a blessing if given time." He spoke to help encourage Aelita, to not let her choice be seen as a downer, but another thing that can surprise them all.

"Thank you…I understand. Goodnight." Aelita nodded her head as she smiled before giving her farewell.

"Goodnight Aelita." Optimus nodded with a return smile, as the trouble pink haired girl leaves the Command Center.

"Well, looks like everyone has had it rough. Both mental & physical." Cheetor exclaimed in having seen how everyone was dealing with things, even Aelita.

"So ah, you sure your not mad about them girls sneaking off to have fun?" Rattrap remotely asked the question to their commander.

"I don't blame Aelita, and base on what she informed us, this new Predacon called Q-Bee is only following those that are the same, a Predacon. Without knowing she was a Maximal. The same can be said for the Fuzor Absol base on what character Aelita noticed." Optimus firmly and calmly explained the most well thought-out motion to which it's surprising to believe, but certain bots on the Predacons side do not fully believe it's their natural programming to be as such.

"Hmm…could it be possible? It's one thing for a Fuzor with the error in what affects behavior. But the other was reprogrammed, that can't be overlooked?" Longrack

"From what we know, the Predacons change a Maximal Protoform into one of their own. As a medical bot, I know they use something to keep their true Maximal self sealed off." Dive-Bomb sternly pointed out that Predacons tend to seal off the Maximal function when reprogramming Protoforms to be just as bad as they are.

"Then it seems what Aelita did was make a Predacon who's real function not necessarily sealed. Thinking it's suppose to be base on what it knows, but what it feels might be the Maximal programming that has not been sealed off." Rhinox rub his chin to give a theory that, if the reprogramming was not done professionally, what's to say the Maximal part can resurface against the Predacon program.

"Hugh…either way, we can't do a thing about it." Optimus signed in letting this discussion be put on hold. "All we can do, is hope for the best and get through this war…" He proclaimed, knowing they must get by the Beast Wars as it is.

With enough said Optimus was seen leaving the Command Center, as the other bots watch him leave.

"Aelita is the Key…but just because that's who she is…doesn't mean it has to be her only choice." Optimus muttered to himself in knowing, everyone has a choice in who to be, not what others tell them. "We all have choices, some do more then others…as long as their wills remain." He signed in knowing there are few times, many let the will of others guide them which sometimes either leads to greatness or devastation…

The scene goes dark as many thoughts continue to be on Optimus Primal's mind: especially for the future…

* * *

 **MEANWHILE**

 **SOME REMOTE LOCATION**

The scene changes to a remote underground area where video screens were displayed. From a few played recordings of where it's secure locations, governments, even alien actions.

" **Playback event from area 5097. Intruders in secret base…** " The deep bold voice issued to look over the data recorded.

The display screens review the actions the girls of humans with Meta-Human powers, Maximals and Predacons, each were capable of doing. Having lasted and defeated few of the Xana Monsters.

" **Hostiles Confirmed…Abilities Recognized…Potential Threat Level Analyzed…** " The deep voice responded while analyzing everything.

The screens display each character, skills, combat, and energy readouts. But out of everyone, there was someone with the highest marks.

"New Object Analysis…Energy Scales Above Average…Unique Abilities Confirmed." The deep voice issued in studying the data carefully.

Soon the lights reveal a certain large metal body frame connected to wires and incase in a glass cycliner. It was none other then XANA, operating from a connected room and network.

"Prime Target Recognized…Subject Displays Greater Potential…Begin New Objective…" XANA spoke in having given this confirm announcement.

The screen focused on an image of someone from the group that defeated his minions: it was…

"Target Known as 'The Key'…is to be Captured…Alive." XANA issued to proclaim what must be done…

An image of Aelita is seen with her energy reading higher and more unique to anything. The screen fuzzes out, as the scene darkens, now it appears Aelita has earn the full attention…of another new threat. And it's name, is XANA…

* * *

 **NOTES:** A line used by Megatron is a reference from Transformers Cybertron TV Series.

This chapter introduces the line up of many of Xana's Monsters from the Code Lyoko TV Series.

The last part scene of XANA asking for Aelita's capture is a reference from Wolverine & The X-Men when Master Mold wanted Professor X.

And now, here's the new OCs introduced into the Beast Wars Universe. After much work, careful considerations, choices in appearance, personality & character-wise, here they are. And in a surprise, they are all Females to which it's hard to imagine such a story event happens of new cast and on a Girls Night Out story topic. Well, time to review those we have made by others & myself…

 **-Azure Phoenix-**

 **1st**

 **Name: Blaze-Wing**

 **Function: Maximal**

 **Transmutation: Transmetal**

 **Beast Mode:** A Transmetal version of a Japanese Honeybee with golden yellow body theme, white plated insect wings, dark grey stripes and deep purple-blue color insect eyes.

 **Vehicle Mode:** Moves legs around the bee-hive rear facing forward, the two wings split to make four with one facing up and down on both sides. ( **Noted Fact:** Picture a cross version between a fighter jet and the X-Wing from Star Wars.)

 **Robot Mode:** A solid deep grey-blue theme exoskeleton with parts of the Honeybee golden yellow and dark grey stipe theme on certain areas. There were the boots with white steel toes, gauntlets with white metal hands, a metallic skirt split off from the bee hive rear, chest-plate with a tiny scrunch insect head acting as a pendant feature, & a chrome honeybee style helmet with antenna features. The metallic insect wings were located on the backside which were split into four wings then two. There was a young female metallic silver face & had bright green optic color eyes.

 **Weapons:** Stinger Gunblade is a type of mechanical weapon in bee-theme shape like a pointed stinger trident, but rearrange to form an assault rifle firing energy blast. Thermal Wing Boosters are when the wings emit a bright glow and release a heatwave which can either warm others from a tiny wavelength, or unleash a heatblast to damage targets. Hive Launcher is style like a honeycomb which releases Mini Bee Bot Drones which act as little spy cameras or tiny detonators.

 **Bio:** A Cadet who's area is around the study of botanical life on other worlds. But aside from her career, others might find her a bit annoying from her bugging them or telling lame jokes especially using 'bee' puns thanks to her Beast Mode appearance & style. But deep down she can get along with other fellow Maximals & is happy to help. But she can't help but tease others when a good opportunity is open to her. Despite her action, she will do her best when trying to help & protect her fellow Maximals & friends during battles.

 **Noted Facts:** Picture her Robot Mode is similar to Vesper Woman from Mega Man Archie Comic series. Also the original personality & background for this OC was closely more Magna Defender from Power Rangers Lost Galaxy, but replaced it with the bio & personality of Vesper Woman from Mega Man Archie Comics. Oh, but I did get an inspiring idea for a new OC with Magna Defender, which more details will come out in the future.

 **2** **nd**

 **Name: Shellter**

 **Function: Maximal**

 **Transmutation: Transmetal**

 **Beast Mode:** A Transmetal version of a large size Tortoise with a deep-blue/green and black edge lines on the shell while the limbs and head were silver & had bright red optic eyes.

 **Vehicle Mode:** Brings in the legs which get replace with turbine jet propulsion fans which can adjust the movement of where one wants to go & hover low or high. It's vaguely like seeing what is describe like an Anti Aircraft carrier but in a more turtle theme sense.

 **Robot Mode:** Transforms when the shell beneath opens while the legs retract inside and the head sinks in. Revealing a young fembot with sea green theme exoskeleton frame while much of the Beast Mode theme covered other parts of the body. The areas were around the boots, waist, chestplate, gauntlets, they all had tiny hexagonal patterns, while the knees hands and shoulder points were silver metal theme. On the backside the top shell split to form shoulder pad/wings facing a triangle upwards position. The helmet was connected to the neck and shoulders, almost appearing like a hoodie or something for the head to hid behind. As the face was a silver metallic frame of a young fembot with black spec goggles with yellow-green lenses while her optic eyes were bright yellow.

 **Weapons:** Tortoise Shell Shield is a medium size version of the Beast Mode's Transmetal shell which is used for protection as a blast proof shield. Electromagnets extend from the forearms, allowing one to move metal-based objects, levitate downward from high heights, manipulate or tear apart metallic objects in midair. EMP Generator is a device style with the tortoise head with an open mouth showing a blaster, it's pulled out from beneath the shell back area, capable of knocking out a Transformer. Double-Disc Launcher is a launcher with two disc loaded which when fired act like exploding rockets in the air or fired on the ground to act like landmines when enemies walk on the ground.

 **Bio:** A young Cadet Medic bot who's a bit quiet and shy around other Maximals. She's a passive, and doesn't like violence which she tries to avoid confrontation, but when pushed too far, she gathers up her courage. She's around the same age as Cheetor being in the cadet rank aboard the Axelon, and mainly serves as a medic for the Maximals. ( **Noted Fact:** One can picture her based on Rin Nohara from Naruto with her passiveness, Serena/Usagi from Sailor Moon with her kindness & determination, and Young Gohan from DBZ with his inner courage to face dangerous foes. But to me, I find the best personality to fit her would be Serena from Dragon Quest 11.)

 **Noted Fact:** The previous name was Kame, but given a different name closer to a Transformer-like type. The name Shellter is a Special Ability name used by Carapace in Miraculous Ladybug. Picture the Beast Mode is somewhat closely to resemble Tor The Shuttlezord from Power Rangers Season 02 series. Electromagnets & EMP Generator are weapons used by Ratchet from Transformers Animated & were things used by a medical bot helping to save lives.

 **-Mike-**

 **Name: Fox-Paw**

 **Function: Maximal**

 **Transmutation: Transmetal**

 **Beast Mode:** A Transmetal Version of an Arctic Fox which has white and icy-blue chrome-plated features as marking lines all over the body, & yellow eyes.

 **Vehicle Mode:** Changes to reveal hidden wheels from the back of the forelegs and hindlegs. Giving it the appearance of a four-wheel motorcycle theme vehicle, only in a metallic arctic fox look.

 **Robot Mode:** Transforms into a white exoskeleton frame bot with some Beast Mode features. The hind legs change into the main body's actual legs with the paws becoming boot-wear heels while the front legs are shifted backwards to behind the back area. The arms come out of the backside while the beast head sinks to become apart of the chestplate which has the fox head feature. The helmet has triangle fox ears of the chrome form head while a flow of hair trails from behind it in fox-tail shapes. The young fembot's metallic face is light purple, wears a bright blue visor over the optics.

 **Weapons:** Twin Assault Rifles are two separate paw feature rifle blasters in each hand capable of dealing double damage. Wrist-Mounted Shurikens are a hidden wrist compartment which fires shuriken disc to knock opponents off balance or disarm them. Tail Sword is a sword which comes out of the arctic fox tail to make the handle bars, used for melee fights.

 **Bio:** A Cadet who has studied to master the use of the 'hit and run' tactics. While being a gentle fembot, she is a little naive. But she is a cadet that looks up to her fellow Maximals, and ready to help. ( **Noted Fact:** Picture Personality is that of Bertie/Berthier from 94 Sailor Moon dub, only more around when she's turn good.)

 **Noted Fact:** Picture KendoGarurumon from Digimon series but instead of a wolf, more like an arctic fox metal Transformer. Try to envision her Robot Mode is somewhat like a version of Lucio's Arctic Fox outfit from Overwatch, only in a more female version to picture a Transmetal robot form in the Transformer Universe. Original name was Snow Light, but decided to change it to match the fox theme. So I made the name Fox-Paw, as a result.

 **-Max-**

 **1** **st**

 **Name: Liepard**

 **Function: Maximal**

 **Transmutation: Transmetal**

 **Beast Mode:** A Transmetal Version of a Snow Leopard with white chrome-plated feature, light blue line markings, & green eyes.

 **Vehicle Mode:** Changes from folding the forelegs and hindlegs inwards to the body. Then from the paws reveal turbine fans while beneath the stomach, wings pop out to give it the appearance of a hovering vehicle only more cat-like.

 **Robot Mode:** Transforms into a silver exoskeleton frame robot with parts of the Beast Mode covering areas. The hindlegs shift upwards while the real robot legs come out of the body as boot-wear, the forelegs change into the actual arms while the paws are replace with five finger hands, the waist gets triangle disc pattern skirt, the beast head becomes apart of the chest plate & the tail is seen attach on the rear. The helmet is style to appear similar like the snow leopard with the mouth opening to reveal the face. The face was a young fembot with light-blue metallic face & had bright green optic color eyes.

 **Weapons:** Duel Scimitars are silver scimitar blades wielded in each hand for close melee combat. Shoulder Paw Beams are bean shots fired from the paws off the shoulder pads. Twin-Wrist Grenade Launchers are hidden wrist compartments to fire small grenades to do some damage to bots. Mini Missile Launcher is a small launcher weapon firing a few missile rounds with rapid fire mode.

 **Bio:** A Cadet who's studied to become a Medic for the Maximals aboard the Axelon. While being somewhat a quiet and somewhat naïve, she is the least likely of her teammates to cause an uproar. She doesn't appear to be much a fighter, but she'll try her best to be helpful on the battlefield especially to help treat any bot in need of medical help. ( **Noted Fact:** Personality is that of Yukina from Yu Yu Hakusho.)

 **Noted Fact:** Try to envision her Beast Mode is somewhat similar to the Two-Tailed Beast 'Matatabi' from the Naruto Series only in a more Transmetal version of the Transformer Universe (they have a good cat-theme). Also picture the Robot Mode is like Leopardmon from the Digimon Series. The original name was SnowShadow, but was changed to one closely resembling a leopard name: which is where I came across Liepard used in the Pokemon series, & felt it was perfect for a Transformer name.

 **2** **nd**

 **Name: Lockjaw**

 **Function: Maximal**

 **Transmutation: Fuzor**

 **Beast Mode:** A Mixture between a light brown Pug Dog & a Rhinoceros. While the head, paws and tail relate to the Pug Dog, the large body size and bulk, even the two-pointed horn on the forehead belong to the Rhinoceros.

 **Robot Mode:** Transforms by lifting herself upwards, revealing primarily gold and tan color exoskeleton frame, and much of the Beast Mode shifted around. The rear paws act as the main feet/boots, the front paws shift to become the shoulder pads, the waist reveals triangle bladed skirt patterns down to the knee joints, the chestplate area has the two-pointed horn covering over it. The helmet was a chrome style with a two-pointed horn in the back where a tied up ponytail strand reach down to the backside. Has a tan metallic face of a young fembot with red optic color eyes.

 **Weapons:** Tail Sword-Lance is a long lance of the rear tail with the bottom cover around a disc handle with a long handle bar, capable to swing in fights or for throwing a good distance. Dog-Head Missile Launcher is a weapon in the form of a big pug dog at the end where missiles are fired out from. Hidden Wrist EMP Stun Guns are located in each wrist that are small to be unseen, & fired to knock opponents out when not notice after getting close to target.

 **Bio:** A Cadet who displays much character of being bubbly, outgoing, and yet slightly airheaded. One of her function skills is she takes delight in her acrobatic abilities, also never missing an opportunity to show them off, while often craved attention & recognition. With so much attention issues, causes her to flirt with young male bots. But despite such odd behavior, this bot shows a strong sense of loyalty to her comrades, despite her obvious differences from serious type older bots like Optimus Primal, who she has deep respect for the Maximal Commander. She appears to not hold grudges against her foes despite encounters on the battlefield. She has a great affection towards living organic animals.

 **Noted Fact:** Picture the Personality is similar to Ty Lee from Avatar: The Last AirBender TV Series. While the Beast Mode was originally the head of a Carchaontosaurus, and the body of a Kangaroo, I decided to change it into something else: & when I heard the name Lockjaw, it made me think of the Inhuman Lockjaw from Marvel Universe in which it's a animal, but a bigger version dog, & finally, the horn thing. Did research to figure a way to bring such a creature into the Beast Wars as a Fuzor type Transformer. So if there are many fans that seen Lockjaw from Marvel, (and Ty Lee from Avatar), this will be quite the OC to picture & imagine.

 **-BJ-**

 **Name: Thunderblast**

 **Function: Predacon**

 **Transmutation: Transmetal**

 **Beast Mode:** Transmetal version of a Tiger Shark which has purple theme along with yellow trail mark lines, & yellow optic eyes.

 **Vehicle Mode:** Changes by moving the fins down & the tail splits to form wings, the missile launcher appears from the top. Giving the appearance of a Hydrofoil only in a shark base theme.

 **Robot Mode:** Transforms when the shark's head folds back & the body splits. Showing a black color exoskeleton frame, and parts of the Beast Mode on other parts of the body. The tail splits to form two legs with heels, the front fins are seen across the gauntlets, the chestplate area has a purple sphere in the center, tiny fins seen off the shoulder pads. The backside shows the flip shark head & the split body acting as protective shield plates. The helmet is a chrome shape aqua sea theme, a light purple metallic face with yellow optic color eyes.

 **Weapons:** Missile Launcher as her primary weapon that fires off four missiles at targets. Fin Arm Blades are the close melee weapons to slice a target. Shark Fin Blaster is a blaster with a shark head with an open jaw showing a gun point which fires a strong energy blast.

 **Bio:** She is obsessed with power, because she craves it. But rather then directly attaining it herself, she instead seeks to gain power by latching onto a male Predacon who has it. She forms an instant infatuation with the strongest Predacon she can find. But as soon as the power structure shifts, so does the focus of her affections. (Picture her Robot Appearance & Personality base on Thunderblast from Transformers: Cybertron TV Series.)

 **-Thunder Liger-**

 **Name: Absol**

 **Function: Predacon**

 **Transmutation: Fuzor**

 **Beast Mode:** A mixture between a Cougar & a Horned Kark. The main body was like a cougar with white fur. But had white mix in feathers off the wrist facing upwards, around the neck & top head giving it the appearance of a lion's mane, and wings off the backside. There was dark blue texture of the cougar on the nails, the tail portion, even the face, but had the horned kark feature of crescent horns coming upwards on the sides of the head. Giving it the appearance of some flying mythical cat-like creature.

 **Robot Mode:** Transforms into a primarily grey exoskeleton frame bot with some of the Beast Mode features. The front legs become the main robot legs, the rear legs are relocated on the shoulder pads, dark blue pentagon shape in front of the waist, the tail is seen attach to the back area above the rear, dark blue robot arms appear with claw-feature gauntlets, and the wings are on the back area. The helmet is shape like a chrome with the same crescent horns on the sides. Apears like a young fembot with a metallic face which is grey-blue with red optic color eyes.

 **Weapons:** Twin Arm-Mounted Claws are the claw-feature gauntlets which produces extended nails capable of shredding targets & release charge crescent blades. Grenade Launcher is a launcher capable of firing grenades off to cause distraction & damage to targets. Sniper Assault Rifle is pretty much a crescent horn shape rifle capable of firing from long distance.

 **Bio:** Ever since she came to be, she's not like the other Predacons who are violent, assertive, or at least strong-willed, this one is very meek & timed individual. She displays great insecurity and lack of self-confidence, to almost believe herself nothing special. She is also rather shy at meeting new folks. This lack of self-confidence, reaches a point that it comes off as socially awkward, causing her to be constantly ridiculed by the other Predacons. There are only so few Predacons who are not so terrible (some being like Waspinator, Fractyl, Terragator, & any other more 'pleasant' types), which can possibly help her overcome her insecurities, & gain some self-confidence. There are even rare moments were she is seen as by far, the not so terribly evil member of the Predacons that if a Maximal shot at her, it wouldn't bring about a good feeling to attack a bot who's hardly much a Pred. ( **Noted Fact:** Picture her Personality is something almost like Kale from Dragon Ball Super Series.)

 **Noted Fact:** Originally was called Panthor & had the Beast Mode crossing of a Panda Bear/Orangatang, but decided to change it up into something else with a more closer base two animal fusion form.

 **-MarVoltronGirl21-**

 **Name:** Hyena Quinn

 **Function:** Predacon

 **Transmutation:** Transmetal

 **Beast Mode:** A Transmetal version of a Hyena with dark purple fur and dark blue spots with black paws up to the ankles and red bright eyes.

 **Vehicle Mode:** Reveals hidden wheel compartments from the rear sides which allows the hind legs to fold into them. Then the front legs stretch forth as both paws reveal a hidden mini-wheel beneath. Then pipe thrusters pop out of the rear compartment, acting as jet turbo engines. Giving it the appearance of a motorized metal hyena mobile vehicle.

 **Robot Mode:** Transforms into a silver exoskeleton bot with some features of the Beast Mode theme style around. The rear paws get shift to act like the knee-pads while below were the metal boot-wear, a gold waistline that resembles a belt around the body plate armor which was white while the design had black and red diamond patterns from the waist to the chestplate which the hyena head shrank down to show only the eyes and nose feature. Off the shoulders were puff sphere shape shoulder pads, down the arms were a silver gauntlets with red hands. From the helmet was style like a chrome except it had the hyena tails which resemble pigtails for hairstyle and had red stripe line following from the bottom to the edge. Inside the helmet was a metallic silver-white face of a young fembot wearing black optic goggle lens covering her light-blue optic eyes.

 **Weaponry:** War Hammer appears like a black and dark purple war hammer with spikes, can be extended to act like a staff to help reach longer distance when swung for heavy impacts. Smoke Bombs are little device packs found in hidden compartments in the legs area, they create smoke to blind targets while enemies make appearance or vanish into thin air. Hyena Blaster is a blaster with a hyena head with a blaster sticking from within the open mouth, fires energy blast shots at targets.

 **Bio:** When having been reprogrammed, Hyena Quinn has display much of what skills she holds as a fighter: but her personality and trait show she's more a jokester who enjoys pulling dangerous pranks and gags on her targets. She's seen as much of a wild card among the Predacons. She even dares to call Megatron a given nickname: 'Mister M', and finds that he's somebody who can really deliver a punchline with either a fist or a blaster. She tries to get the Predacon Leader to notice her loyalty in thinking he's the top banana of the bunch, maybe even try getting his attention solely on her for whatever whacky reasons they maybe. There are a few other Predacons of whom she tends to get-along with, like Venomess who even when she sometime criticizes her on joking around, they have a mutual understanding for another. In fact, Hyena Quinn might not show it, but she has a nicer side buried underneath her comedy routine: in fact, she may even question on just who among the Predacons she can truly trust who won't backstab her while looking out for those she has more friendly terms with.

 **Noted Fact:** The appearance is somewhat basing the Robot Mode on Harley Quinn from Super Hero Girls. The reason for the Beast Mode is likely relating to Harley Quinn having pet hyenas from the DC Universe. Now many recall that Harley Quinn in the original Batman The Animated Series from 1992 was gaining popularity to appear in different Batman media shows/films. Now for all, we can see this Harley Quinn-esque character might be fun to appear in the Beast Wars Universe Fanmake, in fact…I think she can play her role from the 1992 Animated Series of being a typical bad guy, but maybe somewhere down the line she'll have a reflected experience similar to the film: Batman And Harley Quinn. (I might be thinking, somewhere in Season Three, but have to wait and see when I get to that event)

* * *

Well now, it's taken much time, but at long last I finished a chapter. Now while I plan another original, I change my mind to prepare the next chapter with a familiar event for many fans. Up next, the Maximals discover a big Stasis Pod, but something is weird because…it has a strange 'X' mark on it. During an investigation, the Maximals are ambushed by Predacons, and if that isn't enough, Tarantulas intervenes. But things take a turn for the worse when an explosion with unstable Energon, creating a typhoon storm that sends everyone scattered. Afterwards, unexpected enemies separated from both Maximal and Predacon, must make a journey to get help. But along the way, it maybe proven that there is something else on the loose and may target those too injured to do much. All sides beware, for the approach of a Transformer with the Indestructible Spark – Protoform X! What's gonna happen, stay tune to find out…


	12. Chapter 12: Bad Spark

Greetings dear viewers, the VISION-KING is finally presenting a chapter episode we all be dying to see. It's perfect for a scary event, and with a few surprises added along to make things a bit interesting. And another surprise for a future chapter I'm sure Beast Wars fans are itching to see happen in such a Fanfiction World. Until then, enjoy…

* * *

 **Chapter 12: Bad Spark**

 **LOCATION: BOSQUE NUBOSO, NICARAGUA**

The scene opens to a strange foggy & murky forest area, as we zoom closer to find the area had a spooky atmosphere. There were even signs of blue glowing Energon crystals in the area. A snake was slithering pass some dry grass before passing a dead tip tree log from a dirt area. The sound of a squawking crow was heard, giving the area more creepy vibes then before. But somewhere along the place, were blue Energon crystals which something was lay on top of them…a Stasis Pod! But there was something off, the hatch was open & some weird metallic animal crawler type legs hang out, but were not moving. Flying overhead were those from the Maximal side who took notice of the Cybertronian tech.

"Hey Cheetor! We better call this in!" Shellter's voice was heard from nearby when something below caught one's attention.

"Long-Range Recon Report!" Cheetor's voice was heard making an announcement. "This kitty's key sense of discovery has uncovered a Mondo Stassi Pod!...But it's thoroughly thrashed…" He reports his findings that were both good & bad.

"Can you give us something more specific?" Longrack's voice spoke off in wanting more details, there are a few pods they encounter that were big before after all.

"Oh sure, you mean if it had yellow with black stripes? Wait, my mistake…I'm just buzzing around." Blaze-Wing remarked off to make a joke about this.

"We ask for details because we need to know what we are dealing with? Is it possibly a Blank or Not?" Dive-Bomb's voice responded in being serious here.

"Looks like it's the latter chief?" Wingblade replied off in seeing this pod, might not have been a blank.

"Wingblade's right, plus there's more. It plowed into a big load of residual Energon…" Cheetor flies over the mysterious large size pod of it's condition & other features.

"We are confirming it's a Maximal Stasis Pod, but the design on the front seems different?" Artemis spoke as she was with the group of flying as they went down to inspect.

* * *

 **SAME TIME**

 **MAXIMAL BASE**

The scene shifts to show within the Maximal Base, was Optimus in Beast Mode while Rhinox, Longrack & Dive-Bomb were in Robot Mode. They were near the center console table, listening in on the latest report of the findings some Maximals have found.

"It looks like there's a body that gain a Beast Mode, but it's unmoving?" Artemis' voice reported that the large pod already gain a form, but was not actively moving.

"And the only other thing that's different is that it's branded with a Big Bad-Looking X!" Cheetor's voice inform the other big notion on what was different about the pod.

When that last part was heard, it made Optimus look to Rhinox, having the same firmly serious expression on their faces.

"Just hang on, I'm on my way. I'll bring backup." Optimus informed Cheetor's group as they hang up on the com-link. "Silverbolt…your with me." Optimus turn to address Silverbolt to accompany him. "We'll gather Larkshot, Iron Duke, Streamline, Noctorro, Air Hammer & Lockjaw to meet up at the location." He explained in wanting to get as many to join them on this case.

With enough said, Optimus began to lead out with those he requested to accompany him.

"Primus help us all if that 'Thing' Survived?" Rhinox muttered under his breath, as if hoping what they found…is not still active for all their sakes.

"It's probably not our place to ask, but…what seems to be the matter?" Longrack asked in feeling there was something going on.

"That's right, you all were still in Stasis Pods. You probably don't know the whole story." Rhinox stated to say in being more firm on the subject.

"The story of what?" Dive-Bomb asked as those of the original Axelon Crew know something they were not told about.

"Well better get comfortable, it's not a pretty thing." Rhinox issued to say in how he'll tell them the story.

* * *

 **MEANWHILE**

 **AT THE PREDACON HQ**

The scene shifts to change where on the holo-sphere, revealed Cheetor's location as well as a large Stasis Pod of unknown origin. Megatron was in Robot Mode while sitting in his Commander's Chair, spying on what his enemies are doing & what they have discovered.

"A Big Stasis Pod?" Megatron ponders off to address what he's seeing. "Hmmm…a Big Soldier. Ye-es-s-s-s…The more Big Soldiers…the greater the power they bring?" He showed a sly grin in liking the idea, a big pod contains a bigger soldier to increase the power & rank in one's army. "Blackarachnia…Waspinator…Terragator…Sky Shadow…Archadis…Hyena Quinn…Q-Bee…Absol…" Megatron spoke out to call those nearby.

Then using the hover platforms were the Robot Modes of Blackarachnia, Waspinator, Terragator, Sky Shadow, Archadis, Q-Bee & Absol.

"Hey there Big M! You called!" Hyena Quinn waved off to happily greet the Predacon Leader with a smile.

"Indeed I did. Prepare for a recruitment drive." Megatron issued the order before stretch his arms out to lean only Blackarachnia & Waspinator to stare at the sphere revealing a big find. "Whatever this Protoform is…I want it flying under the flag of the Predacons…Not the Maximals!" He made a yelping Waspinator when he lifted him by the head to stare at him & then Blackarachnia, giving strict orders to wanting a larger Predacon under his service then the Maximals.

"Hmmm…I can see the reason, it's size may equal greater power within the ranks?" Sky Shadow hums a bit to know, the bigger the bot, the stronger the body and powerful weapons it wields.

"Yeah, I can see it…we have a few Big Bots on our side." Terragator shrug off in recalling a few big bots on their side.

"Why isn't Transquito present? Along with Volga? Are they not also among the fastest fliers?" Archadis

"They are busy with other things as I assigned them & many others to different areas for certain missions…which is why I've summoned those present: you all. Get me that Protoform!" Megatron explained this for those to understand, & will not want to wait long.

"Don't worry about a thing Megatron. We are always eager to welcome a new comrade at arms." Blackarachnia humbly issued in willing to aid in getting a new Predacon to their side.

Unknown to Blackarachnia, Megatron moved his right hand back to slip something that attach on the she-spider's backside. It was a strange disc tech which was beeping & was unnoticed by the she-spider. While Megatron's selected units prepared to recruit a new bot to their ranks, but the hidden disc tech began to camouflage it's self so that Blackarachnia would not notice.

"Spiders spin their webs, ye-es-s-s…" Megatron silently muttered in knowing how treacheries certain Predacon spider types act. "But I spin them larger." Megatron issued off that he has his own method in keeping a watchful eye, on any deceiving actions to keep all under his control.

While tapping his left fingers on his arm rest, a hidden beeping transmitter device was going off silently.

* * *

 **ELSEWHERE**

 **TARANTULAS' LAIR**

The scene changes to reveal that the hidden transmitter device belong to Tarantulas, as he stood by his control monitor screens to observe everything: communication & decrypted codes, the Pred Base, even his own spy bot on the scene.

"So…the treacherous female is undertaking a journey…?" Tarantulas muttered in learning of what action Blackarachnia is doing at this time. "Hmmm…taptaptap…how dangerous? Tehehe…" He pretended to remotely say in almost sounding concern except he was being sarcastic. "Especially if I catch her first!" He then grip his left hand, knowing the real threat…is when Tarantulas gets to Blackarachnia when she has less backup to cause him alarm & when the timing…is perfect to strike.

* * *

 **LATER**

 **AT CHEETOR'S LOCATION**

The scene reopens to the foggy & murky forest area, birds tweet, but still the place gave a creepy feeling. Soon flying on the scene was Optimus in Flight Mode with Silverbolt in Beast Mode before the other fliers followed behind them. They arrived to transform in spotting Cheetor who was already in Robot Mode. Yet the young cadet was showing signs of an Energon surge though it was hardly effecting him, due to being a Transmetal to have better resistance. The others in Cheetor's party transform to Robot Mode when the spotted their commander's group arriving.

"Glad you could make it here." Wingblade smiled to see the gang has gathered together.

"This is the pod we reported." Artemis stated to mention this to their commander.

"It appears exactly as you told us, truly an unfortunate thing?" Larkshot pointed out that to those seeing this, it's shocking to find such a 'differently unique' pod design compared to others.

Now all eyes were focus on the big Stasis Pod that was thrashed between Energon crystals, & on the hatch was a painted yellow 'X' with a skull emblem in the center. Many slowly approach something which made those except the commander, be on edge of their discovery.

"Hmmm?" Optimus lifts the metal leg component, humming to study if whatever was inside was functional or not… "Perhaps it did expire?" He mutters out in thinking of what was here, is long gone offline.

"Too true, Raw Energon would indeed cause harm to a Protoform without a Beast Mode." Iron Duke proclaimed humbly to say that such an unfortunate encounter, would bring harm to a Protoform if it does not have a Beast Mode to shield it from the Energon.

"Yet the way you speak, it doesn't sound out of pity?" Shellter stated in thinking how Optimus spoke felt like, his concerns were more cautious.

"Hey yeah, why is that? What is this thing Big Bot?" Cheetor asked puzzled, as if Optimus knows what it is they found that wasn't like other Stasis Pods.

"The Dark Secret of the Axelon's Journey." Optimus issued forth to mention this, surprising the young cadet for many reasons.

"Dark Secret….sounds like we're not exactly as neat & clean as we all believed?" Blaze-Wing raised an eyebrow in thinking this sounds mighty suspicious.

"I'm sure….Optimus has a reason…don't you?" Streamline slowly tried to look at the positive picture but was drawing a blank since none of them were following the discussion.

"Some of you that were active during the Axelon's journey were never told of this Dark Secret, it was kept among the higher rank crew members. Those being K-9, Armordillo, Rhinox & myself." Optimus firmly explained that the secret was only made out to the senior members of the Axelon Crew before making their Deep Space Exploration journey.

"Then enlighten us, what is the Dark Secret?" Air Hammer raised an eyebrow to feel, there is more to this story then let on.

"A secret project worked on long ago. It was originally an attempt to replicate Starscream's mutant Indestructible Spark with a Maximal." Optimus firmly explained the topic of what it was that was tried to be created, a Spark that was indestructible.

"Oh boy, now that's a name we rather not remember." Larkshot signed in having a bad reaction to that sudden name being brought up.

"Why?" Lockjaw asked in feeling like something happen before many of the newer bots join the Maximals.

"Before the events of Transmetal & Fuzors occurred from the Quantum Surge, Waspinator was possessed by Starscream, who came and nearly had us beat. But he was stopped." Wingblade explained the basic view on how to understand, before the big changes, the Maximals encounter Starscream firsthand.

"Starscream was a Decepticon who gain his Indestructible Spark during the Great War, the method in how remain unknown for so long." Iron Duke shook his head to gravely mention this, as none could understand how one Spark, can become indestructible & never join the Well of Allspark.

"So they tried to make another bot be like him with their Spark being…Indestructible?" Cheetor raised an eyebrow to hear one tried to make a Spark be indestructible. "Ehhh…fraid not!" He remarked off to gaze at this thing, knowing such an attempt was impossible & Starscream was probably the only one to ever gain such an indestructible Spark.

"Well…It was a mistake to even try." Optimus firmly issued on how much darker things got to attempt such a feat.

"How so?" Noctorro asked in thinking there's more to the story.

"Allow me to tell you…" Optimus firmly spoke, knowing it's a tale those here will need to understand.

The scene changes to reveal gigantic hatch doors opening to reveal the outside of…outer space. From there everything was black & white within the area, while only a familiar ship was seen…the Axelon.

"Though brilliant, it was hopelessly treacherous." Optimus' voice was heard narrating events of where in the past things occurred. "And incapable of being recycled." Optimus' explained occurances to where several Transformers were leading Stasis Pods to board the ship for transport.

"GROOUUARRRrughhh!" Then a large shadowy bot was seen displaying it's struggle from two cable wires around the wrist trying to restrain him. "URRoaugh…URRoaughh!" The large shadowy bot was pulling up much a struggle, as those around tried to restrain him from breaking free. "ARRUUOOAArrughhhaaaaahhhh!" The giant bot continued to squeal & screech all it could, but it was being.

"GRUUAARrugh-AArrughh…Arrrugh!?" Within the background, the familiar face of Optimus Primal was seen before the Quantum Surge events, as the struggling big bot finally ends his derange cries & struggles.

Now a red form frame of the big bot was place as a big Stasis Pod had a hatch shut tight displaying a big skull & 'X' mark while it was sealed tight & place the dangerous bot in stasis-lock.

Now the scene changes to the present of where at long last, the dangerous pod was seen with those gathered around it.

"Man, just hearing it is enough to give anybot the shivers?" Lockjaw rubbed her shulders, feeling like that story was just creeping her out.

"So…did this guy have a name?" Streamline asked from sounding curious about what many called this bot.

"Many simply decided to refer to it…as Protoform X." Optimus firmly expressed, telling those the name given to this Protoform.

"Gee, X marks the spot…though in this case, not in a good way?" Blaze-Wing shrug off to say in just trying to sound somewhat funny on the gloomy subject.

"It was put on the Axelon for what reason, Optimus?" Silverbolt asked puzzled, why would the Maximals allow such a dangerous Transformer to travel on a space exploration ship.

"To dump it…" Optimus simply responded as he lets the metal foot drop to dangle, admitting they tried to dump a dangerous bot off their world. "Somewhere far…someplace barren?" Optimus issued to look around, stating they hoped to leave this dangerous bot in a world with no other life.

"Hum, too bad we landed on this planet. There's plenty of life." Noctorro huffs off that if they wanted to get ride of Protoform X, this world is not it because of other lifeform living on it.

"Well, at least it won't cause us or any humans any harm. If Jeremie & the others weren't dealing with another mission, it may just frighten the poor children." Larkshot lightly comments about how this problem was settled earlier before their human friends would learn about it.

"For now, that's all that matters. Protoform X was hard to control, it's better this way." Optimus nodded lightly to agree, this bot is a lot more dangerous since it can't be controlled.

While everyone was absorbed by so many questions & mysterious revolving around this 'Protoform X' Transformer none noticed a jolt of energy pulse to twitch one of the legs. None except Optimus Primal, narrowing his eyes in wondering if that was just the Energon making the offline limb react, or maybe…something else?

"Poofvhm…" Then another noise was heard, as all eyes were on Cheetor showing he was resisting an Energon Buildup. "Poofruvhmm…" Then he lets off a green gassy stuff from his rear.

"Aaaaughhh!?" Silverbolt cringed to wave his hand by his nose, that was a stench thing he ever smelled.

"Ugh, Cheetor?" Blaze-Wing groans in finding that was just gross to a lady.

"Really?" Streamline remarked in how that was not very mature.

"Oh, sorry…heh?" Cheetor sheepishly chuckled off to apologize for that. "My Transmetal bod has been soaking up so much Energon I'm about to blast off?" He shrug off to sheepishly explain that being in Robot Mode so long, he absorbed too much Energon that even a Transmetal body will have little resistance after so long.

"Heh, you think that's big, wait till you seen…" Noctorro was about to say or do something when…

"Ah, lets save that for next time…if there is a next time?" Lockjaw sheepishly cuts the male bots off from hoping not to have this discussion continued anymore.

"Hmmmm?" After shaking his head off at Cheetor's excuse as he fan the smell away, Optimus firmly examines the pod. It's hard to say if what he saw, was only a small energy surge that twitch the nonfunctional limb, or…

"KA-BOOmvhmm…" Then without warning, a loud 'boom' noise practically shook the area.

"What?" Optimus yelped, & all eyes were on Cheetor as Silverbolt lightly knock the young cadet back from having another 'gassy' reaction like before.

"Hey! It wasn't me!?" Cheetor protest that whatever that 'boom' noise came from, he didn't do it.

"Well it was bigger then the usual one? So that might mean it was NOT natural gas?" Wingblade exclaimed to make a lightweight joke.

"Powfruvhmm../Boom!" Then another sound was heard of something being fired & exploded close to the group.

"HUGH!?" Optimus turn to see what it was as another sound was coming in.

"POwww…/Boom!.../Pow…/Boom!" More shot sounds were fired before everyone saw above them, Waspinator in Beast Mode carried Blackarachnia in Robot Mode as she was firing before she landed on the ground. The two were seen accompanied by the other Predacons flying nearby before some landed or others flew around.

"The Predacons claim 'THAT' Protoform!" Blackarachnia declared their claim on the large Stasis Pod.

"Powww…/KABoom!/GRAaaaughhh!" Blackarachnia fired a blaster shot which hit Silverbolt. "Grrraughhh!...GRaaaugh!?" Silverbolt groan from being knock down while trying to get up; unaware the energy the pod reacted from being hit.

"Maximals! Spread out & keep the enemy at bay!" Wingblade issued in getting ready, this'll be a difficult fight.

"Here comes the pain! Hahahah!" Hyena Quinn laughed off as she swung her hammer weapon that knock a few Maximals away.

"Remember, aim away from the pod. We need it in tact!" Sky Shadow instructed that they must not damage the pod.

"Ri-right!" Absol slightly responded, meekly knowing if they damage the pod, Megatron will be mad.

"Artemis, please keep away…you are endanger." Iron Duke inform the Gynoid to not get too close.

"Understood." Artemis nodded her head to quickly find cover.

"Bam-Bam…" Multiple explosions went around, each side was attacking the other.

"Powfruvhmm…" Waspinator transform to Robot Mode in midair as he fired a Sting Launcher shot.

"Wooahhh!/WAaaahhh!/KABoom!" Optimus & Cheetor yelped as they dodge away from the exploding shot that impacted their spot.

"PRusvhmmm…" Cheetor rolled off before firing a green energy blast from his merge cheetah-head hands.

"BAM!/DRuuuagh!?" Waspinator was hit as he was seen spiraling downwards. "DRuuuaghhh…/DAbbvhmm…/GRuuuagh!?" Waspinator fell down to the point his head was stuck in the dirt.

"Waspinator down! Help?" Q-Bee flew over to inspect Waspinator's stuck position, as she grab his legs to help pull him out.

"Oh sure, help him out…it's not like we're doing anything important? Like securing a large new bot to our side?" Terragator shrug off to say while dodging Streamline popping around to blast him, they can be flexible during a battle.

"Enough! This is unnecessary!" Optimus stood up with a blaster gun in hand, protesting against this futile battle. "It's Spark has extinguished. We Were TOO Late!" Optimus sternly issued that they arrived too late that the X Mark Protoform has gone offline after crashing.

"Yeah, your boss probably ain't interesting in wanting something which can't move!" Noctorro remarked off in thinking who wants a bot who's already offline for good.

"Pardon me if I don't buy that load, monkey?" Blackarachnia remarked off as she reloads an arrow into her blaster.

"PUsfruvhmm…" Then Blackarachnia fired the shot, as Cheetor gasped in seeing what happen.

"GRaaughhh!/KaBoom!" Optimus screams as the shot missed, but hit the terrain structure behind him to bury the bot under rocks.

"Hey! That was a low blow!" Blaze-Wing snapped in seeing that was a cheap shot.

"It is, what it is…" Archadis slyly responded before flying over to cut the little bee off from helping her commander.

The battle cotniues to go on, each side taking hits, some get up after a while. At this moment, Silverbolt was just getting his bearings when Blackarachnia pointed her weapon at the Fuzor's back head.

"Silverbolt! Widow Alert!" Cheetor alerted Silverbolt of Blackarachnia about to take aim.

"Hurgh…NRrruagh!/Powwfruvhmm…" Silverbolt heard the alert to duck down to evade Blackarachnia's shot.

"Bam!/GRrraaaah!" But Cheetor got hit instead by the attack to be knock across. "Graaugh…Uurrgh?" Cheetor crash against residual Energon, as he released the energy build-up.

"TRsuvhhmmm…Sruvhmm…/TRrrisissvhmmm…" But when Cheetor did, the energy reacted to cause the residual Energon to release a pulse which made contact with the large X-Mark Stasis Pod, causing it to react.

Silverbolt shook his head to get his bearings to look behind him. Only to see the sly smiling Blackarachnia who seem 'pleased' to see the Wolf Fuzor, & Silverbolt crack a little smile in meeting her again too.

"Punch! Punch!/Guuuagh! Graaaugh!" Then Blackarachnia started to throw some punches left & right against Silverbolt who wasn't fighting back. "Come on! Fight Back! Urrgh!/Punch!" Blackarachnia remarked in wanting the bot to fight against her, seeing no fun punching a bot who won't fight her back. "How far will you carry this silly chivalry?" Blackarachnia sarcastically states in seeing Silverbolt's nobleness won't allow him to attack a fembot. "Cause this dark damsel is 'Not' Impressed!/Kick!" Then Blackarachnia delivered a kick to knock Silverbolt on his backside.

"Hey! No fair! Your taking advantage of the one bot who wouldn't hit a lady!" Streamline protest in seeing that Silverbolt was a punching bag to a female enemy because the noble bot won't ever hit such opponents.

"Good! Then we ladies can hit more with him! Hahahahh…" Hyena Quinn remarked off with a laugh as she kept attacking to scatter any Maximals from helping out.

The battle seem almost one-sided with each side having those unable to fight & those that are fighting seem like nothing was going anywhere. But then a loud engine noise was heard driving through the area, it was revealed to be Tarantulas in Vehicle Mode. Then he drives to roll over something to leap in the air as he transformed to Robot Mode. Then he tackles a yelping Blackarachnia to stand up while restraining the she-spider.

"What the…Tarantulas?" Archadis raised an eyebrow in seeing who showed up.

"Hey! He wasn't suppose to be part of this retrieval thing?" Terragator remarked off in thinking Tarantulas shouldn't have known about their mission, so why did he show up now.

"You! What are you doing here? Ughhh!" Blackarachnia sneered at who was here, Tarantulas is no longer apart of Megatron's crew so why was he here now.

"You've got information I want." Tarantulas issued to the struggling she-spider of why he decided to show up.

During the same motion, at the Pred Base we see Megatron by his sphere as he listens in.

"Ye-es-s-s, let's hear it." Megatron issued to say in wanting to hear anything that intrigues him, it's another reason he planted that device on Blackarachnia, so he can eavesdrop.

Switching back we see Blackarachnia struggling against Tarantulas.

"Ugh-uuuh! Fine Tarantulas, here's your scoop." Blackarachnia exclaimed in giving what the creep bot wants. "Ugh! Megatron is a slag sucking-cera, got it." Megatron listens to overhear Blackarachnia's remarks towards him.

"Hmmmm….She'll pay for that." Megatron growls in fury, how dare one of his troops insults him behind his back.

The situation continues, but no one pays mind to the X-Mark Stasis Pod as energy continues coursing through it.

"Foolish spider, let's see a play my shield will improve your sense of reason." Tarantulas remarks to the struggling Blackarachnia, as he will not tolerate the widow avoiding his questions.

"Hugh?" At this moment, Silverbolt signs as he slowly begins to regain his upward stance. "Though threatening your own comrade is no doubt business as usual in the Predacon guide to villainy." Silverbolt remotely states how Predacons always seem to behave in such a manner even towards their own kind.

"Grruagh!" Then the Wolf-Fuzor did something as Tarantulas yelped when Silverbolt soccer punched him which released Blackarachnia from his hold.

"Ah! It is simply…unacceptable behavior." As Tarantulas to held up, Blackarachnia watch in surprise as Silverbolt punch the creep in the gut for his actions. "In my book! Hur-NRRuagh!" Silverbolt issued to say before delivering a stronger punch to knock Tarantulas back.

"Grraugh!/SMACK!" But Tarantulas impacted against the large X-Mark Stasis Pod, causing more energy surge of Energon to vibrate which caused a chain reaction to cause the whole tremor to shake.

"KABOOMVhhmm…." Without warning, a seismic explosion occurred around the pod & the Energon. "POWWFruvhmmm…." But it caused a strange reaction, a blue energy mist void surrounds everything as sparks erupted into bolts.

"GRAAAAaaughhh!/WAAAaaaaahhhhh!" Then screaming from being flung out were Blackarachnia & Silverbolt.

The Energon explosion was causing a storm reaction, an Energon Storm to be precise. It created powerful vortex winds, sweeping the rocks.

"Hey….What GIIIIIIVES!?" Noctorro yelled off before he felt himself being pulled by the vortex winds.

"THIS AIN'T FUNNIIIIIIIE!?" Hyena Quinn screamed out loud as she tried swimming through the air, but it was a useless struggle before being pulled away.

"WOoooaaaaahhhhh!" Optimus was heard screaming as he was swept by the powerful vortex wind.

"WAaahh-AAhhh-AAAhhhhh!?" Even Cheetor was heard screaming as he too was swept by the gale winds to join Optimus in where the storm sends them.

"WAAaaaaahhhhh!?" Many of the other Predacons & Maximals were heard screaming little by little,

"AAAaahhhh!?" Artemis screamed as she was sucked into the eye of the storm with everyone else.

"Grrrr…NRraaughh-aahh…" Tarantulas was seen clutching onto the large X-Mark Stasis Pod, trying to not get taken by the storm's winds. In truth, his right hand was trap by a metal part, so he couldn't get blown off. "GRAAAugh-AAARRraaahhhh!" But then he lost hold, as Tarantulas screams as he & the large pod were being lifted off & hurl off into the eye of the twister.

* * *

 **OUTSIDE THE GENERAL AREA**

The scene shows a large tornado revealing electric bolts coursing through it & into the air, an unnatural weather if ever seen. And then something was seen falling from the sky to make contact with the ground.

"WAaa-Guuuagh!?" Blackarachnia hit the ground with her whole front body. "Oohhh…Augh-cough…aaaugh!?" She groans to cough as she pushed herself up a bit.

"Hrruagh-GRaaugh-Hhoooh!?" Then Silverbolt groans from having fallen from the trees to hit the ground by his backside which made Blackarachnia to look who fell behind her. "Grruagh-Uuuagh!?" Silverbolt groans to sit up to shake his head, feeling a bit achy.

Seeing the situation, Blackarachnia was on guard to the puzzled Silverbolt. Then the she-spider pulled out her blaster with an anchor arrow attach to it aim at the Maximal as she stood up. Silverbolt yelped as he pulled out one of his Wing Feather Lance to hold before the Predacon. Silverbolt slowly stood up with a stern face, as neither side made a move to attack one another. Both were pretty much banged up after surviving a close encounter with an Energon Explosion.

"Pant…Are you…pant…damaged?" Silverbolt panted before lightly asking of Blackarachnia's condition.

"Uuuuugh…Just enough to make me…interesting?" Blackarachnia signed before lightly replying with a strange sly comment about herself to the Wolf Fuzor.

"Huuuh?" Silverbolt signed from having heard such a thing while lowering his guard. "Well I suspect after what I saw, Tarantulas will…still come after you?" He ponders to believe Tarantulas has yet to give up in pursuing Blackarachnia as what he saw before.

"Well…I expect your right? He has…issues with me?" Blackarachnia lightly lowered her guard to look around, believing Tarantulas will come for her to get answers she is keeping.

"Well…I….I will not let him harm you." Silverbolt gently tap his chest in proclaiming he won't allow this fembot to be endanger, even by her own fellow Predacon.

"Heh…I'm counting on that." Blackarachnia lightly huffs in sarcastically hoping the Maximal will keep Tarantulas off her back. "Now then…why don't you make like a 'Hero' and….fly me out of here?" She approach to gently tap her pincer claw point to use her feminine ways to convince the noble Maximal to help a damsel in need.

"Hmm…Urrrgh-AAuurghhh!?" Silverbolt tried to open his wings, but his right side one was bent. "I'm…unable? My wing mechanism is….offline?" Silverbolt sadly inform that in his struggles, he cannot fly with a busted wing. "Huh…We must journey by foot…to that mountain peak above the storm." He suggested another means as he points behind him where a mountain peak was located. "Where we can contact our respective bases." He stated that if they get some height, their communication signals should get help in making it back.

"Ugh….Not my first choice? But…" Blackarachnia groans, having hope for a quicker way then the long way out of this mess. "Lead the way." She gave in to admit, it's a better plan then staying around here.

"Arrrugh…my aching servos?" Another voice was heard before those saw who was coming from behind another bush area, half damaged Maximals in the same boat as Blackarachnia & Silverbolt.

"Hugh…Silverbolt?" Blaze-Wing responded in seeing a familiar face.

"Pant….Shellter, Blaze-Wing, Lockjaw…& even Noctorro…Your all here?" Silverbolt responded the names of at least four Maximals out of their party were present.

"Heh, I can say the same about you…and your company?" Noctorro remarked off to say while noticing the she-spider.

"Hrrrugh…" Blackarachnia groans, seeing this was all she needed, more Maximals to out number her.

"Hey fellas! I found her!" Suddenly another voice belong to Hyena Quinn was heard before she & other Predacons pop out, but looked half damaged as well.

"What…Hyena Quinn…Q-Bee…Absol…Terragator? Where's the rest?" Blackarachnia raised an eyebrow to address those that were present.

"Heck if I know? We got spun around so much, half of us ended up in other places?" Hyena Quinn shrug off to state how the heck they got where they are.

"I managed to get Waspinator free…?" Q-Bee pulled Waspinator's body on the ground.

"Urrgh…Wazzpinator…like a zzip of Energon Beverage….pleazzzze?" Waspinator responded with a bit of a dizzy response, apparently he's not right upstairs.

"Yeah, I think the bug boy really hit his head so hard, he can't think straight until we bring him back to base? Heh, no surprise there given his personality." Terragator shrug off to simply say about as much in what they can or can't tell the difference since it's just Waspinator's usual persona.

"We can't seem to communicate back at the base, so likely we can't request a Warp Gate. And…our fliers are temporally grounded with damage wings or dizziness." Absol pointed out those that are unable to fly or otherwise, can't do much else.

"Well join the club, apparently us Maximal fliers can't fly too well after the impact that damaged us. But it's even worse for someone else?" Blaze-Wing pointed off in what Noctorro was carrying on his backside, Artemis who was appearing as her Gynoid form, but badly damaged & unconscious.

"Hugh…Artemis!?...Is she…" Silverbolt gasped with worry, fearing the worse…

"I've given what I could to keep her in Stasis Lock, she will slowly awake, but for the rest for the treatment, we have to get back to our base." Shellter issued to explain that Artemis will be okay, but she may need help with the proper tools back at their base.

"Well looks like we're in no shape to fight another, and apparently lost the prize in that storm. So…might there be a chance to cooperate until we're out of these woods?" Terragator shrug off to state with the large X-Mark Stasis Pod possibly gone from that explosive storm, they may as well cease fighting to focus on getting out.

"Hugh…I guess we have no choice…but just so we're clear, NO tricks!" Streamline signed in hating to agree, but if they fight they won't get out of this mess…but she doesn't want any sneaky stunts by the enemy.

"For now…come on, we got a long way to go." Blackarachnia remotely stated in turning their attention, to getting out of here.

Soon those that were on different sides began to walk through the forest, their destination a mountain peak to get help. What they may encounter while on such a journey in the middle of a war, can be anyone's guess.

* * *

 **ELSEWHERE IN THE AREA**

The Energon Storm was still seen above in the clouds, displaying what had occurred from the explosion.

"WAAAAAaughhh! GRAAAughh!?" Tarantulas was heard as he screamed before hitting the ground hard. "Grruuaaaarrrgh!?" He sits up to shake his head, as the spider bot managed to survive that sudden explosion & storm force.

But then Tarantulas' focus was shifted towards what was nearby…the large Stasis Pod with the X-Mark & skull. The Predacon Scientist slowly walks towards the pod, then reached over to the hatch as he slowly opens it. But what was found was nothing, the pod was empty. This shock Tarantulas to ponder, did the body get lost from the explosive storm? But there was an eerie wind & fog coming around, it even gave the creepy Ex-Pred a creepy feeling.

"Huuuuhhaahhh…." Then a large overshadowing bot figure appeared over Tarantulas, but it's full appearance was covered by the thick fog. "GYRRAAuuuagh…" Then as Tarantulas turn around, he was staring at what was likely the Protoform from the X-Mark Pod, but it was reported offline however Energon course through…

"GRRAAARRUUAAAARRRHHHHhhhhhhh!" Tarantulas held up his arms, as he screams in pure terror of what was closing in on him…

Elsewhere, further away from the explosion & Energon storm twister site, we find Optimus Primal looking badly damaged.

"Uuuugh…Aahhh…?" Optimus groans from having been sourly damaged as Energon buildup course through his body but not to a bad extension. "Optimus to Silverbolt! Ugh? Do you read?" He held up his right wrist to try to make contact with another of their party, only to hear static interference.

"It's like I said Big Bot…" Cheetor shrug off to say nearby, looking slightly damaged himself from the explosion. "Not fur or feather of him anywhere?" He shrug off that there was no sign of Silverbolt around.

"The same could be said of the others?" Larkshot stated as the rest of the Maximals had similar damages all over.

"Indeed, communication has been cut…we cannot reach them." Iron Duke shook his head to regretfully inform them of this news.

"Trsisivhmmm…/AAAaughhh!?" Optimus groans in pain as he clutch himself, his body was damaged & the Energon Build-up was starting to even hurt those of Transmetal bodies.

"Come on!" Cheetor issued off this suggestion. "We gotta log some cycles in the CR Chamber or we're no good to anyone?" He suggested that they get repaired, or else they just slow down & won't be much help to anyone still lost.

"Cheetor is right, we're not gonna find them while being this banged up?" Wingblade shook the head in seeing they gotta get fixed up.

"Then we must not waste time." Air Hammer spoke firmly on what they need to do.

Optimus signed in knowing there was no arguing they can't be much help, they are too badly damage. All they can do is get repaired before returning to find those missing.

"Wherever you and the others are Silverbolt, keep safe." Optimus looked to the distance, whispering a pray that those still lost, are safe for the time being. "And watch your back sides." He firmly issued that last part, knowing there may still be enemies in the area…and maybe, something else he has a bad feeling about.

* * *

 **ELSEWHERE**

 **THE STRAGGLERS POSITION**

The scene opens to show the foggy forest where hidden eyes gaze out, snakes slither on the ground, everything was up another level of creepy & spooky. But the focus was on the ones journeying through the area to reach their destination to call for help: The Maximals from Silverbolt, Shellter, Blaze-Wing, Noctorro, Streamline, Lockjaw, & Artemis the Gynoid, & lastly the Predacons from Blackarachnia, Terragator, Hyena Quinn, Q-Bee, Absol & the dizzy Waspinator.

"Nuuuuhh…I consider myself a creature of darkness…" Blackarachnia slightly shivered from seeing a slithering snake, as she felt complicated about herself. "Ooooaaugh! This place is even making my skin crawl?" She shivered from feeling how creepy this place was, & she's basically a sly spider but felt out of place here.

"Really, heh….guess you learn something knew about one bot everyday?" Hyena Quinn replied off in never picturing Blackarachnia, who's base on a spider Beast Mode, gets creeped out.

"Let's just hurry this up & find a way out." Streamline cuts in to not want them to stay here any longer then needed.

The group was continuing to move along, when Silverbolt looked up to spot…a familiar hand.

"Tarantulas!?" Silverbolt yelped in alarm, recognizing the Ex-Pred's three claw hand.

"WHERE?!" Blackarachnia shouted as she pointed her anchor arrow weapon out, preparing to shot at the first sign of who attacked her.

"Do not worry…" Suddenly Silverbolt calmly pats to lower a puzzled Blackarachnia's arm down for some reason. "He is…been Disarm!?" Silverbolt had Blackarachnia join him to look above when he spoke these words.

Truth be told, what the group sees was nothing more then Tarantulas' arm dangling in a tree branch, nothing more…

"To say the least." Blackarachnia remarked off in seeing that's one way to disarm Tarantulas.

"Heh, well what do you none, noble Silverbolt can tell jokes?" Terragator crack a smile, never expecting how a fellow Fuzor who he recalls, was more humble & noble, & he can tell jokes like this that sound funny.

"Well now we can Dis that Arm bye-bye!" Blaze-Wing exclaimed to make a funny pun which crack Hyena Quinn to laugh at that thought.

"Hmhmhmh…/Hahahah…/Hmph-Hahahaha…./HAchachachachach…" Suddenly Silverbolt & Blackarachnia began to join together to laugh at such irony on Tarantulas, followed by everyone else.

* * *

 **DURING THE SAME TIME**

 **PRED BASE**

The scene shifts to reveal Megatron accompanied by Inferno watch the sphere. They were overhearing everything, including the laughter of those in Blackarachnia's company.

"Waaaugh!? They…They LAUGH TOGETHER!?" Inferno exclaimed in shock, enemies joining to laugh together then fight another, it's unheard of.

"Hmmm…Don't underestimate Blackarachnia?" Megatron hums deeply to inform Inferno to not underestimate Blackarachnia of what she's doing. "With Tarantulas Gone…She may reconsider the Maximals usefulness…" He firmly explained in seeing that for Blackarachnia, she is smooth & cunning, the she-spider may use Silverbolt and his allies to her advantage.

"And what about the other Predacons at the site?" Shadow Panther raised an eyebrow, pondering that very thought.

"If opportunity presents it's self, they will handle things…the Predacon way!" Megatron issued off in wanting to think, his Predacons will do things…as they always do things their way.

* * *

 **BACK IN THE FOGGY FOREST**

The scene returns to show both Maximal & Predacon party members continuing to walk through the foggy forest as it was becoming harder to see daylight above as the darkness was coming in. Those traveling soon were reaching a cliff & the only way to cross was a fallen tree log. They look over to inspect, seeing how deep the cliff was, some rocks moved as they fell down, there was no sound for a long while which suggest how deep it is.

"Hmmm…Across here!" Silverbolt hums to ponder before waving an arm out to suggest how they get across, by a tree log bridge.

"You sure, it's a long way down?" Streamline asked in not feeling fine about doing this.

"So do we all just cross it together?" Blaze-Wing asked a big question, do they all go at once.

"I think maybe at least five can support the weight at a time, anymore could be dangerous." Lockjaw pointed off in noticing, the combine weight of all of them might even break the tree log.

"Then you all go ahead, I'll bring up the rear with Artemis in hand." Noctorro issued to say as he was busy carrying the sleeping Gynoid.

"Are you fine with this?" Shellter looked to the Predacons traveling with them, unsure if they will agree or not.

"Oh sure, you just go right ahead, we'll be right behind you." Hyena Quinn smiled off to wave for the Maximals to move ahead.

Blackarachnia watched as Silverbolt moved ahead with the four other Maximal fembots, the she-spider had a sly expression in what was presented: a clear path to reach their destination is nearby. Silverbolt had gotten on the tree log to carefully balance himself to walk, he had to watch his footing. But during that motion, Blackarachnia seem to be up to something: she signal the other Predacons to follow her lead.

"EEeeyahhh!" Silverbolt yelped when he almost lost his balance & letting some pebbles on the log fall off into the bottom of the cliff. "Huueeeehhh!? Pant…" He signed from how close that was, he can't fly so falling would be bad.

"Are you okay?" Shellter asked in making sure Silverbolt was okay.

"Becareful, one wrong move and we all will fall off." Streamline stated that they need to watch their step.

Then a noise was heard as Blackarachnia brought out her anchor launcher blaster to aim in front of her, which alerted Silverbolt to sense…danger behind him. Looking back, it was revealed that those that let the Maximal side walk ahead, gave an opening for any Predacon to take advantage of.

"Hey! What gives!?" Noctorro snapped in getting pointed at by the other Predacons by their weapons.

"Ehhh, sorry big guy, but this would have happened with us in front if you let us cross." Terragator shrug off to apologize, it's nothing personal.

"Hooo…?" Silverbolt signed heavily in seeing it's the Predacon nature to backstab someone for their own personal gain.

"Great, this feels like an 'I Told You So' situation?" Blaze-Wing signed in knowing what this irony was suppose to be about.

Blackarachnia & the other Preds still aim in preparing to remove those from the equation in the war. But then Silverbolt noticed something to the left, which widen his eyes…

"BEHIND YOU!" Silverbolt shouted to warn of danger lurking by Blackarachnia's side.

"Behind? Danger?" Q-Bee raised an eyebrow, being alerted of danger nearby.

"Oh please Bowser Boy, you think we're that dense?" Hyena Quinn rolled her eyes in not about to fall for the oldest trick in the book.

"But I'm not Lying!" Silverbolt exclaimed that he was actually warning them.

"Hahahah…Don't be Pathetic?" Blackarachnia lightly chuckled to remark how foolish it was for Silverbolt to deceive her to look away, that trick won't work on those smarter then simple muscle brain bots.

"But, is he one to lie?" Absol asked in feeling like this Maximal, was really trying to warn them.

"Hmmm, come to think about it? That nobleness of his would never stoop to lying?" Terragator scratch his head in finding this situation pretty weird.

There were many questions in how to take if what was presented was a Maximal trick or not. But Silverbolt had a worried look now, both from not being believed & for another reason. Suddenly a low growling noise was heard to which caught Blackarachnia's attention, thus making her look slightly at what she was warn was behind her. Creeping in the bushes revealed to be a silver color saber-tooth tiger with yellow cat-like eyes.

"ROOAARRrr!" Then the Saber-Tooth Tiger roared to leap out to attack.

"Guagh-AAAugh!?" Blackarachnia yelped when she was tackled down by the feral animal as it had her pin.

"Webs!" Hyena Quinn cried out before she angrily brought out her range weapon. "Hang on! I'll…" She was about to open fire when someone stopped her.

"Wait…you might hit her by mistake?" Absol stopped Hyena Quinn, knowing any blaster or explosive missiles will end up with Blackarachnia being caught in the middle.

"Grrarrrr!" Watching this action happen, Silverbolt got serious before he transformed to Beast Mode & made a wolf growl as he leaped back.

"GREOORRRR…REOW-REOW-REOOOwwwww!?" The Saber-Tooth Tiger roared as Silverbolt tackled him to give Balckarachnia a chance to roll away to safety.

"GRRrruu-AARrrughh!?" Silverbolt growls in struggling to hold the wild animal around the neck: Blackarachnia looked back in shock seeing she was saved by the one she planned to backstab.

"GRAAAaughhhh!?" Then Silverbolt yelped as he & the Saber-Tooth Tiger rolled around on the ground.

"GROOWWW-ROOARRrrh!" Now the Saber-Tooth Tiger roared as it tried to bite Silverbolt's neck but the Fuzor kept the beast from doing so.

"HRugh-ARrugh-Nrruagh!" Then Silverbolt struggled before knocking them to roll across the ground.

"GREOOOwwww!?" Soon the Saber-Tooth Tiger roared as it & Silverbolt were rolled off the cliff to fall.

"DEeearrh-UUuagh!?" Then a transforming noise was heard as those above inspected hearing Silverbolt transform. "Hugh…hugh…hugh…huuugh!?" Silverbolt was panting as he held a green vine that saved him while the Saber-Tooth Tiger roared as it continued to fall deeper into the bottom of the foggy canyon. "Grruagh-Aaaagh!?" Then Silverbolt noticed something, the vine was stretching, it would not hold his weight before snapping.

Above, Blackarachnia firmly aims her weapon down at Silverbolt from where he is now just barely holding on before falling to his demise.

"I understand…huh? You are…after all…a…Predacon?" Silverbolt exclaimed in being mutually understanding, knowing Predacons do not have much a sense for caring for others outside their own well-being. "Grraugh!/Snap!" He groans as his vine wasn't gonna hold before…it snapped. "WAaaaaaughh!?" Silverbolt yelps out loud, as he began to fall with no way out…

Blackarachnia firmly stares at Silverbolt plunging to the bottom of the foggy canyon. It looked like there was no saving the Wolf Fuzor. But then Blackarachnia fired her anchor arrow with a trail of Energon Thread downwards which wrapped around Silverbolt's waist.

"Uuuagh! Haaah?" Silverbolt yelped from the sudden tug before looking up at who…saved him.

"Waaugh-Aarrughh!?" Blackarachnia struggled to pull the bot back up with any little strength she could muster. "Don't just stand there, help me?" She address the other Predacons who looked at each other puzzled; this was unexpected.

"Hrruagh-AArugh!?" Silverbolt held on tight to the Energon web thread to not let go.

"Uuuuagh-AAaugh…Uuuuuagh!?" Blackarachnia was struggling to pull each webline up as much as she could as she groans from every motion.

"How about we put away the weapons, & just help another." Shellter lecxtures the other Preds to forget they are enemies and help those out.

"Well, after seeing that…it's probably not the craziest thing I've seen today?" Terragator rubs his back neck in feeling like after seeing Silverbolt save Blackarachnia, & now the vice-verse, would it be any stranger to help another out.

"Wazzpinator zzees Wazzpinators?" Waspinator spoke off with more random stuff which made the Preds lower their weapons to allow Noctorro & the other Maximals on the tree log to approach the cliff to help Blackarachnia pull Silverbolt up.

"Haaah…Hahhaaahh….?" Silverbolt reached the edge to grab hold, signing from having reach solid ground.

"Are yah…Damaged?" Blackarachnia lightly asked the same question the Wolf-Fuzor said when they first started out.

"Just enough to make me…Interesting?" Silverbolt looked up to Blackarachnia in returning the she-spider's very words as he smiled: a heroic trumpet was heard for the noble bot's characteristics.

* * *

 **BACK AT THE PRED BASE**

More gather around Megatron's sphere to listen in: they were Quickstrike, Inferno & Megatron himself.

"Uh-huh?" Quickstrike lightly responded in having heard some…intriguing talk going on.

"Why did you save me?" Silverbolt's voice was heard on the sphere to question Blackarachnia rescuing him so suddenly.

"Well ugh.,..there might be other…creatures? We need to band in numbers…after all?" Blackarachnia's voice stutter to find the right words as Inferno look to Megatron in hearing more strange discussion going on.

"Eeeuh-Yuck!?" Megatron lightly replied off in finding such sentimental stuff revolting, especially between enemies having a time to flirt & get all cozy.

"Well…this got weirder faster then expected?" Sling replied from nearby, hearing all that, it's like their two sides aren't enemies while lost together.

* * *

 **MEANWHILE**

 **AT THE MAXIMAL BASE**

The scene opens within the Maximal Base, where the center console table was projecting the pillar of Energon creating a storm over the area. Dinobot was in Beast Mode when he was studying over the place of the explosive origin. Then the CR Chamber made a noise, as Optimus came out looking fully repaired.

"Grarr…Grugrugruaah….Forget the Rescue Plan, Optimus. And start devising an Attack Plan!" Dinobot snarls to clutch his right claw fist in arguing what Optimus wants to do: instead of rescuing those behind, they must focus on attacking the enemy.

"Dinobot, we have to go back. Our comrades have yet to check in." Air Hammer stated nearby with Iron Duke, Wingblade and Larkshot, as they were repaired earlier while awaiting for those last to be fixed.

"All the more reason that our enemy has the same issue." Dinobot protest in trying to make his point crystal clear.

"What do you mean?" Iron Duke raised an eyebrow, finding this all the more puzzling.

"I've gone over the numbers of those you encountered & upon your return. Megatron has lost Seven?! We…have only lost Six?!" Dinobot looked at the display while pointing out the advantage role of their loses & what the smart military action calls for them to get ahead in the war.

"I'll remember that." Optimus just nodded his head as he seemingly prepared to leave. "Next time YOUR Missing in an Energon Storm." He sternly pointed to the Ex-Pred, saying he'll take Dinobot's advice if next time the raptor is the one in such a situation.

"Victors Do Not SPURN Opportunity!" Dinobot lashed off in stating to look at the bigger picture in winning a war.

"No…but sometimes, the cost of victory is not always what we agree with." Wingblade shook his head to firmly agree, giving up on saving a comrade wouldn't give them anymore more then a hollow victory.

"We'll be back soon." Larkshot replied off in giving a final farewell.

With nothing left to say, Optimus join Cheetor by the hatch elevator as it took them down. The other four Maximal fliers took the second elevator hatch that brought them down.

"GRARUUOOrrghhh!" Then Dinobot let off a raptor's roar as he transformed from Beast Mode to Robot Mode.

As everyone had left the area, Dinobot was alone before approaching the control console. "Trusvhmmm…/Clamp-Clamp!" He tap his waist side to his left which had a device that released red cable wires that connect to connectors for the control console. "Srrufruvhmm…." Then an energy trail was going from Dinobot into the Axelon computer system.

"Hmmm…It may yet BE up to me?" Dinobot hums to himself in deciding to prepare action for a future battle.

Outside the Axelon, the hatch elevator was coming down. Cheetor & Optimus transformed into Vehicle Mode as they took off to fly through the skies. Then Air Hammer, Iron Duke, Wingblade and Larkshot came out the second elevator hatch before they transform to Beast Mode to fly after them. Their destination would be to reach the area where they lost Silverbolt, & hope nothing else has happened.

* * *

 **BACK IN THE FOGGY FOREST**

The scene began to open to show where we find the strangling Maximal & Predacon party. Silverbolt was taking the rear while Blackarachnia seem to take the lead.

"Heh…less you forget." Silverbolt huffs a bit of breath to make conversation to the she-spider. "You 'were' originally a Maximal Protoform." He proclaimed in stating the intel of knowing Blackarachnia was originally a Maximal Protoform before being reprogrammed into a Predacon.

"Don't…Even go there!?" Blackarachnia groans to look back in remarking to have Silverbolt not bring up something she doesn't wanna hear.

"But…saving me was indeed your more 'noble' heritage." Silverbolt pointed out that the action Blackarachnia showed, maybe a sign that a part of a Maximal programming exist deeply underneath the Predacon shell. "So…obviously…" He was about to go on with the subject when…

"I said….DROP It!?" Blackarachnia snapped off to stop, getting tired in being told about having once been a Maximal Protoform.

"Just admit, there is a spark of goodness deep inside you." Silverbolt simply stated out which made the she-spider sign, the guy was just not giving up on the topic. "And then…" He was about to say when…

"BangBangBangBangBangBangBangvhmm…" Without warning, Blackarachnia turn around to fire off her rapid eight spider leg machine guns in the back direction.

When the smoke cleared, there was nothing in the spot. But behind a large boulder rock, was Silverbolt who took cover from that furious attack. He seem slightly worried with concern, as he might have upset Blackarachnia in having a mood.

"Shall I…elaborate?" Blackarachnia slyly responded in thinking she can continue making her counter points on Silverbolt's claim of her old Maximal heritage.

"Ugh…perhaps not?" Silverbolt slightly responded in having second thoughts to not cross that line to get Blackarachnia so mad, she attacks out of emotional stress.

"Hah, boy fido, you really struck out that time?" Terragator laughed off to lightly pat Silverbolt's backside, seeing the guy really got shot down.

"Silverbolt, why would you think her Maximal side helped save you?" Blaze-Wing raised an eyebrow, uncertain if pushing such a subject will work out to change a reprogram bot made Predacon back into a Maximal..

"Then again, her actions might not be entirely Predacon? Even Dinobot has something like a moral code of honor, right?" Streamline tap her chin to recall that not all Predacons are cruel, ruthless, etc. if among them had some principles almost close to how a Maximal would behave: at least in an honorable warrior sort of persona.

"Yes, if Dinobot who was once a Predacon could be given the chance, & even many of us Fuzors who felt different, then it surely must be a sign we were meant to be a Maximal." Silverbolt exclaimed in trying to agree on the topic that perhaps, there may exist a way to help bring out the Maximal side buried underneath even those who been reprogrammed.

"Hah! Good one Wolf-Boy! Next thing you know, you'll be asking me to turn over a new leaf. Maybe next Fall! Hahahahh…." Hyena Quinn exclaimed off to say while laughing it up from having told a funny joke.

"Would it be so bad? All of us are friends…" Shellter stated that when one is a Maximal, everyone is a friend that looks out for another.

"Friends…?" Q-Bee raised an eyebrow, finding that word…intriguing.

"Ohhh…Wazzpinator….is zzzzane!?" Waspinator blabbed off which kind of spoiled the moment a bit, the bot's head needs some examine work done if he's lost a few screws in the noggin.

"GYyaaahhh!" Then Blackarachnia made a yelping cry which alert that there was a problem.

"That's was Blackarachnia….something must have happened?" Absol alerted those in fearing something happened to the she-spider, many began to run after her.

"Pant-pant, pant-pant…" Silverbolt ran to catch up to Blackarachnia who gasped in what she saw before he & everyone else were studying the site.

And in a shocking moment, there was a robot leg belonging to Tarantulas, followed by other metal spider legs off the backside. Before many saw Tarantulas' body lie on the ground face in the dirt, looking like something seriously dealt a cruel & brutal job that tore & rip almost every limb from the Ex-Pred.

"Woah…I know I can be rough…but this…just seems too 'Brutal' to me?" Noctorro raised an eyebrow, feeling this was a little overkill.

"He's Gone into Stasis-Lock!" Blackarachnia exclaimed in what was Tarantulas' case, that much damage & the creepy scientist is trying to preserve his life by being offline during manual minimum repairs.

"Hugh! Look!?" Q-Bee gasped in seeing something behind nearby bushes, other Transformer limb parts but they were different…

"GYAAAaahhh! Sky Shadow & Archadis!?" Hyena Quinn screeched when she recgonzied the limbs & the body frame behind. "Oh now….not you guys too? They're in Stasis Lock as well!" She gasped in seeing such an unfortunate event.

"This seems rotten, and I roll around in dirty mud? I know we all got beat up pretty badly by that explosion, but this seems over the top?" Terragator exclaimed in thinking this was too much damage even from just an explosion by that Energon Storm.

"But that can't be! That explosion didn't do THIS?!" Blackarachnia looked to Silverbolt and the others, debating that such damage could hardly have been the work of that explosion which left them damage but not to such extreme.

"No…" Silverbolt exclaimed with a narrow firm expression to agree with Blackarachnia, the explosion couldn't have done this act. "This is the work of…" He looked away in sounding serious in what the real answer was of this scene.

"Of what?" Blackarachnia asked, uncertain of what did this.

"Yeah, the suspense is killing me? Who DID It!?" Hyena Quinn snapped off in what could have done all this.

"Protoform X…" Silverbolt looked to Blackarachnia in announcing by serious tone & narrow eyes, the name of the culprit behind Tarantulas' severe tortured act.

"Hugh!?" Shellter, Blaze-Wing, Streamline, Lockjaw, even Q-Bee and Absol gasped in hearing this scary name.

"Whaaaaa!?" Blackarachnia yelped in shock when hearing this deduction.

* * *

 **BACK AT THE PRED BASE**

Megatron was seen tapping his fingers together, as he patiently listen in on the secret conversation going on & of what is happening.

"I-I thought it Extinguished?" Blackarachnia's voice protest, recalling Optimus said the X-Mark Stasis Pod containing Protoform X went offline for good, so how.

"Right, this…doesn't make sense?" Absol's voice was heard, sounding concern about this.

"Apparently not?" Silverbolt's voice declared that their assumption was wrong on Protoform X not being destroyed. "And apparently….It may Never?" He sound very cautious that if Protoform X is active, then they maybe dealing with a bot who's got the same mutated Spark as Starscream which may mean the enemy cannot be destroyed.

"Interesting?" Megatron lightly nodded his head, finding this information, very intriguing to him. "Hmmm?" He hums to himself, deciding on how to use this information. "Computer!/Beep!" Then Megatron spoke to his sphere which made a beep sound in response.

"Fashion for me a Blade?" Megatron humbly asked as the tech sphere displayed a green digital line of a pocket-knife blade structure. "A curve…very sharp…" He pointed out the details, as the frame structure adjusted to make a crescent type sharp blade. "And composed…of Energon." He finally asked for the final touch, as the digital blade structure was being coated in Energon.

"Beep-beep!/ _Acknowledge._ " The female computer voice responded in accepting the request to make a blade for Megatron.

* * *

 **BACK AT THE INCIDENT SITE**

We return to what has happened in discovering Tarantulas' cruel mistreatment at the hands of a loose & dangerous new bot running around. Blackarachnia was seen turning around to leave until Silverbolt place a hand on her shoulder to stop her.

"Your….Your leaving him behind?" Silverbolt asked in surprise, certainly Tarantulas is terrible, but leaving a bot without any second thoughts seem too much.

"Dugh….I want out of here. NOOW!" Blackarachnia groans in annoyance as she shoved off Silverbolt's hand to move in not sticking around: but unknown to anyone, something moved within the foggy site.

"What about the others? We cannot leave friends?" Q-Bee asked as she tries to hold up Waspinator's dizzy body, feeling they can't abandon Sky Shadow & Archadis.

"Fine, I'll carry them…" Terragator signed in knowing as the only muscular bot, it falls on him.

With little choice, some of the group was walking away from the site while half the others gathered the scattered Preds. "CLIP-CLIP!" But they did not notice that they be stopped by…BIG snapping claws!

"GROOURRAArughhh!" What should appear connected to the giant claws was a large Transmetal Crab creature which roared at the group. It's features were purple claws, legs, a red body shell & a gray head with four green eye dots, yellow teeth, & purple antenna.

"Gyyahh!/Huuugh!?" Blackarachnia screamed while Silverbolt gasped at what was before them.

"What the!?" Blaze-Wing gasped in seeing such a sight as the other Maximals gasped silently.

"It can't be…Protoform X!?" Shellter stated with worry as even the other Predacons felt cautious.

Before any warning, the metallic creature transformed from Beast Mode, to Robot Mode. The crab-head became the chest-plate area, had red arms & legs with the purple metal feet from the crab-feet style, & his backside had his legs held upward & outward a bit like Tarantulas' style with his crab claws folded backwards. From his height alone, he was almost twice or so the size of the average Maximal & Predacon. Energon course through the body, as if giving life to a new monster before those in it's path.

"GRaaaa-AAArrruaaghhh!" Blackarachnia lets off a very long scream, as if seeing the horrors of what was before them…Protoform X!

"Ohhhh….Wazzpinator hear too much zzzcreams!?" Waspinator replied off with a wobbly head tilt response, the high pitch scream really got to him.

"Gruaaghh…WRAAaoorughh-ARRrough!" Now Protoform X made gurgling sounds while stomping it's big metal feet towards the group. "GROUARrugh-AARroughhh!?" Both Maximal & Predacon backed away from being before a true terror giant.

"Okay, this looks really bad…?" Lockjaw exclaimed in seeing this was not a good encounter.

"We can't face him…we must retreat…" Shellter suggested they fallback, if what Optimus said was true, Protoform X is unable to be destroyed.

"Take care of Artemis, leave this to us tough bots!" Noctorro issued to say in leaving the Gynoid for those to watch, as he gets ready for a tussle.

"GRUUWAARrughhh!" Protoform X roared off with a mix voice, as he was approaching the targets before Silverbolt looked at Blackarachnia before standing to shield her: he was joined by Noctorro and Terragator. "WRUUArughhh!/WHACK!" With another snarl off sound, he then knocked Silverbolt, Noctorro and Terragator across the area.

"AAAaugh!?" Silverbolt yelped from being knocked away, leaving those that saw this in shock.

"GRrruagh!?" Noctorro yelped as he was bashed against a nearby tree.

"WRAaarugh!?" Terragator crashed against some nearby bushes.

"Well if you men can't handle this, let a lady show you how to do it! It's hammer time!/WHACK!" Hyena Quinn issued to say before she swung her hammer weapon against the big nasty bot, it made contact but…?

"NRUUagh-Hahahah!" Protoform X let off a wicked laughter, as if that hit barely did any real harm.

"Eep!? Maybe this one's appointment was reschedule?" Hyena Quinn yelped to move back, looks like hammering ain't gonna cut it this time.

"Forget that! Just blast him!" Blackarachnia snapped off that the only real force is weapons that make the blasting stuff. "Bangbangbangbangbangvhmm…" Blackarachnia became stern as she was firing her rapid spider leg machine gun shots at the target.

"Mwuhahahaahah…" But instead, Protoform X was laughing it off as if the attacks were…tickling him.

"I don't think that's working…" Absol stated in looking concern, even rapid machine gun fire is hardly making the big bot flinch.

"He appears to find that…ticklish?" Q-Bee raised an eyebrow in noticing the reaction.

"POwwfruvhmm…" Then Protoform X brings out a huge triple barrel Gatling missile launcher, & fires a shot off.

"KABOOMvhmmm…/GUUAAGH! GuuuoagH!?" That explosive impact knocked Blackarachnia across the area to smack into a boulder as she slide down temporally out of action.

"POWwwfruvhmmm…/KABOOMfruvhmm…." Then Protoform X fired another missile shot at the other Female Predacons.

"Waaaaaugh!?" Q-Bee and Absol yelped from being blasted further back, Waspinator yelped from hitting a nearby boulder…ouch.

"HWAAa-HahahAaahhh!/POWWfruvhmmm…" Protoform X let off a wicked cackle, as if enjoying such things before facing the other female Maximals as he fired another big missile.

"Everyone! Behind me!" Shellter alerted her friends as she prepared her shield.

"KABOOM!/WAAaaahhh!?" The big missile impacted against the shield, knocking the female Maximals across the field.

Then Silverbolt took one of his Feather Mace weapons to throw it at the enemy, which Protoform X lightly gasped in seeing it.

"Powvhmmm…/Bam!/" But Protoform X managed to fire a shot that destroyed the attacking weapon. "Powvhmmm../KABLamvhmm…" Then Protoform X shot anther missile which imploded on the Wolf Fuzor.

"UUuagh!?" Silverbolt yelped from having felt that attack which knock him off.

"BWRAAArugh-Harharharrrrrhhh!" Protoform X lets off a wicked cackle in having enjoyed doing that, before transforming into his Beast Mode at this moment.

* * *

 **MEANWHILE**

 **ABOVE THE BATTLE GOING ON**

The scene shows Optimus, Cheetor Wingblade, Larkshot, Iron Duke and Air Hammer were flying overhead in the vase dark night. They were searching from above of any signs of those that need rescuing that went missing after that Energon Storm explosion happened & soon passed off.

"Down there." Cheetor pointed off in noticing something below which Optimus and the rest looked to see what the cadet spotted.

"Optimus to Base!" Optimus held his left wrist to his chest to get on the com-link. "Silverbolt's unit & Protoform X have been located! I'm transmitting coordinates!" He issued to report their findings & where the other Maximals can locate their position.

"Looks like they are not the only ones?" Larkshot stated to notice some Predacons are on the spot.

"Some Predacons are down there too. And neither side is winning against Protoform X." Air Hammer comments in seeing that all sides are struggling.

"Indeed, perhaps if we band together, we may just prevail." Iron Duke spoke wisely in what may be the only way to win, is by working together.

"Heh, guess today will be one of those the enemy of my enemy is my friend thing?" Wingblade laughed a bit off in having heard that to quote such irony.

"All Maximals…follow me!" Optimus gave the order out here for everyone to follow.

Soon the flying Maximals flew downwards to head directly towards the forest to help rescue those that are encountering the dangerous Protoform X.

* * *

 **AT THAT SAME TIME**

 **IN THE PRED BASE**

The scene shifts to show Megatron in his commander's chair looking at the tech sphere. Then without warning, 'beeping' sounds were heard that earn some attention.

" _Coordinates – Intercepted._ " The female computer voice announced in having intercepted the Maximal broadcast.

"Good. Time now for my…" Megatron responded while stating his task, he held a mysterious metal pocket knife holder. "Trisvbhmm…/Surgical Strike?" He taps the holder to produce an Energon forge blade, as Megatron has plans of his own to use this special weapon.

* * *

 **BACK AT THE BATTLE**

The scene focuses back towards where Silverbolt lay hurt after getting a beating from Protoform X. Just then, a claw was reaching over making a mechanical sound towards the unconscious Fuzor.

"Grudge…Arrughh?" At that moment, Silverbolt yelped from being grabbed by the large claw belonging to Protoform X. "Ugh…Arrugh!?" Silverbolt struggles to get free, but could not.

"Hmmm…?" Protoform X hums a bit in having observed this captured target in his clutches. "Haaahhh…Is that fear…your feeling, Maximal?" He became awed in having a sense to know…Silverbolt was feeling afraid. "Hmmm…Yehehesss…." He was sounding quite delightful in having to guess right. "My Spark…it FEEDS on Terror." He issued forth this claim of what his Spark yearns to find as Silverbolt struggled within the claw grasp. "Let it grow…let it Consume your circuitry." Silverbot was seen struggling to get free as his Protoform X continued to speak such things. "Feel it. Yes, Feel it! Feel….The Feeeear!" He spoke as if trying to torture the poor soul so he can feed on the terror of one's of life.

"GAAAAAHHH-AAAahhhhh!" Silverbolt was hear screaming from feeling himself being crushed.

"Silverbolt!" Blackarachnia cried out in seeing the Maximal in danger.

"Ugh…he'll be crushed!?" Lockjaw groans from the injury, seeing the Fuzor endanger.

"What else can we do, alone we can't stop him?" Blaze-Wing stated that even if they attack, not one of them can win.

"Maybe not alone anymore…LOOK!" Streamline issued to say in smiling at what was seen in the air.

"Guuagh-Ugh…Uaaaghh!?" Silverbolt was heard agonizing in what was hurting him, he wouldn't last long if this continued…

Suddenly flying down on the scene was Optimus, Cheetor, Wingblade, Larkshot, Iron Duke, and Air Hammer as they dove in to cause Protoform X to be unbalanced.

"GRRreeuuaarrughhh!" Protoform X yelps from the surprise dive bomb which made him lose his grip on Silverbolt.

"GRoowwww…" Cheetor landed on the ground before roaring like a cheetah to transform to Robot Mode.

"Greetings ladies, need a hand?" Larkshot smiled to offer anyone a hand as this was a heroes moment to arrive and save the day.

"Do we ever!" Shellter smiled in sounding grateful for the save.

"Hey Noctorro, sleeping on the job?" Wingblade remarked with a sly smile, seeing the tough bot needs help.

"Hah! Let me get my second round in and then you'll see!" Noctorro protest proudly as the tough rowdy bot got up.

"Optimus told us the plan, concentrate all firepower on Protoform X!" Iron Duke instructed everyone in what they need to do that may help them defeat Protoform X.

Later Optimus also transform into Robot Mode on the spot before bringing out his barrel barrage blaster set.

"Pow-Pow-Pow-Pow…/PRoshm…Prusvhm…PRushvmm…" Optimus & Cheetor were firing their strong attacks against the enemy.

"We must all partake, Maximal and Predacon alike!" Air Hammer instructed the Predacons scatter to get up to join in this united front.

"If it'll knock old crab-cakes off his game, then I'M IN!" Hyena Quinn issued to say with a sly smile.

"Count me in, I'm needing to let off some stress here!" Terragator issued to say as he wants to pay this big bot back for that stunt earlier.

"Bangbangbangbangbang…." Even to join in on leveling up the attack barrage was Blackarachnia.

"Pow-Pow!/Bam-Bam!" The rest of the other Predacons brought out their weapons to unit and kept firing.

"KREeeaaaghh…GRREAAARRrughhh!?" Protoform X was hissing off in a mix voice from being hit by so many attacks which was pushing him over towards an edge. "GREEEaaghhh…." Suddenly without looking back, Protoform X fell over the edge screaming. "KLAPOwvhmm…./GUWWAAauugh!?" He fell on his backside when he made impact on the bottom of the ground from the cliff edge.

Everyone came to inspect the cliff of having knocked the enemy off his block, pondering if that was enough to stop Protoform X. The large crab bot was twitching, but that was all he did so far when he landed near the large X-Mark Stasis Pod.

"Do you think that did it?" Lockjaw asked in hoping that did the trick at least.

"I'm not certain, it still moved?" Absol shook her head in not being certain.

But just at this moment, Protoform X suddenly got back on his feet, & was clapping his claws as if not having been defeated at all. Cheetor gasped in seeing not even a little fall like that stopped this crazy bot.

"It got back up!" Larkshot yelped in seeing how an enemy could recover after such a fall.

"Looks like it's planning something?" Wingblade narrow his eyes to notice, Protoform X was about to try something else.

But what happened next was Protoform X began to shift change in a transformation not Beast Mode or Robot Mode… The claws were shifting backwards behind him, his triple missile launcher was brought forward beneath his head, his crab legs shifted to adjust while the purple claws change to a curve over the shoulder spot & one stretch out on the opposite side. Optimus & Blackarachnia gasped with open mouths, Protoform X has apparently transform into his own Vehicle Mode.

"Your kidding…a Vehicle Mode!?" Blaze-Wing shouted in thinking this was just too much.

Then Protoform X's body began to made the sound of a mobile tank running, as rubber treads unfold from inside the claws & fit over a road wheel network formed from his crab legs that allow them to really roll. He truly has the appearance of a tank, but even more to scale up the walls of the area. He was planning to get up to where those that attack him are…

"He's actually trying to drive back up here?" Shellter exclaimed in shock, Protoform X had a way to scale up walls.

"POwfruvhmmmm…Powfruvhm-Powfruvhmm…" Then the triple barrel launcher fired off three missiles upwards at the targets.

"INCOMING!" Strreamline yelled out from seeing them missiles coming at them.

"FRusuvhmmmm…FRUshvhmmm…." At that lucky moment, the group managed to dodge the shots before they almost got anyone. If any of those big missiles hit, there's no telling how much damage any of them would have suffered.

"I don't believe this joker, and for once…I ain't laughing about this?" Hyena Quinn exclaimed in not believing how this guy can take so many punches and keeps getting back up.

"We hit him and he fell down, and he's coming back up again?" Terragator stated how they knock this guy down, but he'll get up afterwards.

"It's…It's Unstoppable!?" Blackarachnia was lost for words, seeing that nothing was stopping this dangerous bot from staying down.

"There's gotta be someway to stop it?" Noctorro protest that nothing should be unstoppable.

"Your persistence is futile!" Protoform X declared forth in announcing the group's efforts are a waste. "I Riiiiise…Again!" He hissed off in a ghoulish manner of rising forth from having fallen, he's truly unable to be stopped.

"Hah…hah…."Silverbolt was seen standing up, panting a little to catch his breath. "In that case…" Silverbolt slowly started to say something to counter that remark. "Let us give you Further to Fall!" He issued forth in about to make certain, Protoform X…falls further then he can rise up from. "Uuurragh!" At that moment, Silverbolt took out his Feather Mace before throwing it downwards which it ignited like a missile towards Protoform X before…

"STABfruvhmm…./DRUWWwaaughh! WRRuaughh-AAhh…" Protoform X yelps when that feather mace missile got jabbed into his tread wheels. "CLANKFruvhmmm/GRRruaghhh-HHarughh!" He tries to move upwards, but it just kept getting in the way that eventually, he lost his hold on the cliff. "ARRUUagh-WRRaaurghhh!/BASHFruvhmmm…BASHFruvhmm…" Protoform X lets off a yelping cry while bouncing a bit hard from down the cliff, parts of him scattering along the way while transforming to Robot Mode. "WRusvhmmm…POWFruvhmm…" Just as he fall off a further cliff, Protoform X fired one large missile from his weapon.

"KABOOM!/UUUuagh!?" The shot exploded as the force impacted on the dirt edge where Blackarachnia brace before yelped from being shot a large distance & over a back canyon cliff.

"Blackarachnia!" The other Preds shouted in what happened in that instant.

Silverbolt gasped when seeing what happened as Blackarachnia was endanger.

"WAAAAaaaughhhhaaahhhhh!" Blackarachnia's screams were heard, as she was falling into a deep canyon with only fog to block the bottom; not good in how deep it was.

Without wasting time, Silverbolt became determine as he was seen running towards the back cliff.

"Silverbolt, what are you…" Streamline called out in seeing the bot run.

"He's going to jump!" Iron Duke stated in where Silverbolt was rushing to, the cliff the she-spider went down in.

"But his wing…?" Shellter was about to state Silverbolt had a damage wing, but it was too late.

"UUrraagh!" Then Silverbolt leaped off as he was seen diving down to chase after Blackarachnia falling. "Uuugh!? Come on Wings?…WORK!" Silverbolt muttered as he was trying to get his wings to help him fly, but one was still badly damaged as it couldn't unfold. "NRruaghh…Work BLAST You!?" He cursed out in wanting his wings to hurry & work, it's urgent.

It almost seem like Silverbolt & Blackarachnia were gonna perish together in the bottom canyon cliff, survival seems low if nothing can save them…

"WOOOOOOORK!" Silverbolt yells out in trying his hardest to open his damaged wing.

Then as if the right heroic moment, the damaged right wing finally was fixed for Silverbolt to fly again. Then as heroic trumpets are heard playing at this moment, Silverbolt swooped in to catch the falling damsel in distress.

"Aaaugh!?/Haaah!" Blackarachnia yelped when being heroically saved…by someone from the other side as Silverbolt signed with releif.

"Not too…shabby?" Blackarachnia lightly stated in how Silverbolt managed to perform that rescue…quite well. "But DON'T Expect any Gushing Gratitude?!" Blackarchnia snapped in not about to say 'thank you' to a Maximal that saved her life.

"I do…Not!? Pant…" Silverbolt panted a bit as he flaps his wings to bring them up while returning a response to the question. "You are…After all…A Predacon?" Silverbolt replied off to say while having a sly smile, as if having given hidden meaning to the she-spider. "Bash!/Guuuuagh!?" Silverbolt yelped when Blackarachnia whack his chest as she leap out of his arms.

"Uuuagh!" Blackarachnia landed on the other side of the cliff canyon before looking back at the Wolf Fuzor who stared at her.

Blackarachnia had a hidden smile on her face when looking up to Silverbolt, before she ran into the forest to be out of sight.

"Silverbolt!" Optimus' voice interrupted Silverbolt's chance to chase in seeing his Commander & Cheetor in Vehicle Mode flying near him. "Let her go!" Optimus held a hand up, suggesting they let the enemy go without chasing them.

"Huuurrragh!?" Silverbolt made a heavy sign, feeling like he was disappointed to not pursue…for other matters to him only.

"Cheer up Silverbolt, it's not all bad." Lockjaw's voice was heard commenting.

Then we see the other Maximal fliers who were fine giving those a bit of a ride: Wingblade had Shellter, Larkshot had Blaze-Wing and Streamline, Iron Duke had Noctorro, and Air Hammer carried Lockjaw with Artemis.

"Yes, you choose to brave the danger to save someone endanger even at your own peril. That's true courage for your nobleness." Shellter spoke in trying to help cheer Silverbolt up for his heroic act was not in vain, and it was noble of him to help even an enemy in need of saving.

"Hmm…thank you Shellter. But…if your all here, what of the other Predacons?" Silverbolt lightly responded before asking of what happen to the other Predacons.

"After that whole watching you plunge to save the spider, they got Sky Shadow and Archadis along with Waspinator before leaving." Noctorro pointed out what happened to the other Preds as they vamoose outta here.

"Probably knowing if they stuck around, they be more out numbered." Blaze-Wing pointed out another fact that the enemy be outnumbered if they tried to face them now.

"Ugh…" Artemis "Everyone…what…what happened?"

"Artemis, thank goodness….Your repairs must have helped if you woke up." Lockjaw signed with relief, happy to see their friend has woken up.

"Best we get everyone back to base for repairs." Iron Duke suggested the right idea to insure everyone gets repaired.

Soon the Maximals looked down at the ground, having recall one other problem besides Predacons.

"What about old Crab-Legs?" Cheetor asked in what they do about Protoform X who fell from a high height.

"That's true, if he survived once…he might still be ticking." Larkshot stated in thinking they don't need such a dangerous bot who's hard to hurt running around.

"He's not going anywhere." Optimus shook his head in stating a fact that even Protoform X won't be able to go anywhere even if he survived a fall like that, he'll be unable to move. "I'll have to confirm with Rhinox, Longrack and Dive-Bomb in how to handle him?" He ponders to think up ways to deal with Protoform X in the near future. "Come on, let's get back to base." Optimus gave the order for everyone to return to their base.

"That's good, cause I think we're pretty spent." Streamline signed with relief, they can relax a little.

"Shall we be off…" Air Hammer asked in believing it's time to head off.

"You all go along, I shall cover the rear." Silverbolt insist to watch the rear for everyone else.

"Heh, whatever you say silver boy." Wingblade shrug off to not argue if the noblest bot wants to volunteer for that.

Soon Cheetor took off, followed by Optimus, but the one holding up the rear was Silverbolt. As the Wolf Fuzor turns to look in the direction…of where the one that fled went off to with some thoughts in his mind.

"Ahhh…you are Much more then a Predacon, my Lady." Silverbolt made a peaceful sign in expressing noble & heartfelt words describing Blackarachnia's character…is more then a Predacon "Someday…you'll come to realize that?" He whispered out in humbly saying in the future, Blackarachnia will know she is more then a Predacon, she is as what she once was…a Maximal deep inside.

With enough things said, Silverbolt transforms into his Beast Mode & proudly flies off in the direction to join the others ahead of him. Unaware that down below, someone was watching…

"Hugh…" Blackarachnia signed from having seen Silverbolt during a moment, the way he stands out, his noble actions, it's rather…charming enough for any fembot to not pay attention to such nice features.

"Awee….you missing your silver hound, webs?" Terragator made a sly smile as he and the other Preds observe things from close by.

"Yeah, he did save you heroically…I say he's earn the sweep you off your feet badge pretty swell." Hyena Quinn remarked off in making a light humor of that subject.

"Hmmm…" Then the she-spider turns around to place in her anchor arrowhead in her blaster… "Like I needed him to catch me anyway?" Blackarachnia muttered off that she could have gotten out of that situation all on her own with a grapple line.

"Wazzpinator thinks Zpider-bot like…drruagh!?" Waspinator was still in a dizzy state, as he was still not all the way better.

"We should get out, contact base, help allies hurt." Q-Bee stated to mention in seeing they must help Waspinator, Archadis, and Sky Shadow.

"Wait…what about Tarantulas? I saw weird spider bulb things approach him?" Absol pointed out in thinking she saw something strange help the unconscious Tarantulas.

"Probably his own way to take care of himself, lets just drop the subject and get out of here…" Blackarachnia cuts off from going any further in wanting to discuss about the creepy spider Ex-Pred. "And let's not bring up any of me and that Maximal to the others, I don't want anyone thinking I've gone soft!" She firmly instructed in not wanting anyone else to learn what went off here, especially her involvement with Silverbolt.

"Oh sure…/No problem-o…/Okay…/Understood…" Terragator, Hyena Quinn, Q-Bee and Absol each had their own response to that question.

Soon Blackarachnia fired her line out into the forest, as she was seen reeling herself through the trees while the other Preds used her spare Anchor Blast Launchers as a helpful measurement. Apparently this was indeed another method to save herself, but instead, Silverbolt saved Blackarachnia without asking for it. Many things puzzle what interaction this may have when two bots from Maximal & Predacon meet up again, just what sort of fate awaits them is a whole new chapter entirely…

* * *

 **MEANWHILE**

 **PROTOFORM X'S LOCATION?**

The scene began to open where we see Protoform X lying on the ground by his backside as he stares up.

"ARrugh….Nrrruagh...Hrruaghh?" Protoform X was showing signs of being in pain, as energy surges course his body. "Woough-AAAarughh?" Then he looks up to notice someone was above him, as he gazed to see who should appear.

It was none other then Megatron who arrived to find where the fallen Protoform X was. Then Megatron pulled out his new Energon bladed knife as the energy course through the very sharp curve blade.

"Hrruagh…UUrrarughh?" Protoform X was unknowing of wha's happen while in pain, Megatron firmly comes in close with a fiendish expression.

"Hmmm…Hmm, Hmmhmm…" Megatron let off a few hums when bringing his Energon Blade closer over the bot's sights.

"GRrruaghh-UUUoorruaghhh!" Protoform X's aching cries are heard before…everything became a blur…

* * *

 **LATER ON…**

The scene suddenly changes to the Predacon Base. Where we see what was a liquid surface before something was rising upwards from a Restoration Pool. It was none other then Protoform X? The big bot was looking around in a place he did not know, for without knowing it…he was within the Predacon Base. He lay on his backside to gaze upwards to see Megatron in his Command Chair, with Quickstrike, Sling and Buzzclaw riding on one of the many hover platforms nearby in watching this dangerous large bot regain consciousness.

"Ah excellent, Lord Megatron…the repairs are completed. We waited for your call to open a Warp Gate to bring you both back." Buzzclaw exclaimed in seeing the repairs on Protoform X, went off without a problem.

"Yes, considering you perform surgery, he's still ticking…gives me goosebumps just picturing it?" Sling exclaimed form being completely baffled in what Megatron performed.

"Hmmm…it is indeed…Impressive…" Megatron spoke off in sounding impressed by something of interest. "Using an Energon Blade on any other Spark would have destroyed it for certain?" Megatron compensates the fact that for any Transformer, one's Spark would not survive such thing when being in contact by an Energon Blade. "However….it seems you cannot be terminated?" Megatron focused his serious gaze on Protoform X as he was rose up from the Restoration Pool to meet the saviors that brought him in. "An Advantage." Megatron smiled forth in liking something that cannot be destroyed so easily in battle.

"BWaarrughh!" But then Protoform X responded with some aggressive action to wield his triple barrel missile launcher, ready to fire upon without a shred of caring who saved him.

"Or is it?" Megatron coldly issued forth in finding that even one that cannot be terminated may not have as a 'big advantage' as all may think.

Suddenly, Megatron brings out a strange Predacon shape special cage container lined with Energon crystals fromm top to bottom And in the center was wat appeared to be…a Spark! Then he was seen putting the squeeze press on it, this was seen like almost crushing a Spark with something sharp piercing through.

"GRRAArughh…" Suddenly, Protoform X yelped to drop his weapon, his body was coursing with energy surges as he clutch himself to feel intense pain. "WAAugh-Waugh…URrraaouurrghhh!?" He cries as he dropped to his knees to hold his chest as if feeling pain: the Spark in the container…was HIS Spark somehow split out from him.

"Heh-heh, heh…." Quickstrike lets off a low chuckle in watching this little scene.

"Aw, looks like the indestructible, is lost for words?" Buzzclaw remarked to taunt in how the mighty Protoform X, doesn't know what to do about how things stand.

"Well no wonder. His Spark was split in half to allow one to function the body, the other…well, to be controlled. And yes, even a dunce like me recalled Megatron's fiendish plan to control this perfect soldier." Sling exclaimed in being both surprised, and terrified at such cruel measures Megatron has done to control one that was completely out of control till now.

Megatron smiled to move his command chair to the now controlled Protoform X, before he kicked him.

"GWUUAaurgh..UUAarrughhh!?" Protoform X was knocked off the hover pad & hit the ground dangerously close to the active lava. "Oooooohhhhh!?" He clutch his chest in still feeling pain before it slightly faded.

"Welcome to the Predacons, Rampage." Megatron issued off to say this while giving Protoform X a name for himself while the guy was still heard squealing in pain. "You shall be an 'Honored' member." Megatron exclaimed that with the new addition, he'll fit right in with the Predacons. "So long as you never forget one important fact of your new life." As Megatron spoke off, the now dubbed Rampage still was aching from the pain he was feeling that even one that cannot be terminated feels pain whatever tortures his indestructible Spark. "It's…Mine!" Megatron coldly reminded the new Predacon that from now on, Rampage's life…is now his to see fit of what to do, or to torture as he puts another squeeze on the bot's Spark with piercing Energon crystals.

"GYuu…Eegh-RRrrarrughh!" Rampage was letting off eerie cries of feeling himself aching more of where he cannot fight against the pain: for one to use his Spark to tame the dangerous Protoform X is beyond iamgining.

"Welcome my new servant. Ye-es-s-s-s…." Megatron issued forth to welcome the aching crab-bot that aches on the ground. "Welcome…To The Beast Wars!" Megatron issued forth in stating that now Rampage will play a role within the war against the Maximals. "Bwahahah-AAarrughhahahahh-Hahahaah-Hahahahh…" Megatron lets off a wicked cackle as he was laughing in pure maniacal enjoyment.

"Uuuagh…Arrughh-Ooorughh!?" Through the reflection of Megatron's optics show Rampage still aching while being at the mercy at one's mercy of the evil Predacon Leader. The lava behind Rampage almost seems like he's struggling because now he's a become a pawn, to his new 'master' in service to the Predacons & to the Beast Wars...

* * *

 **NOTES:** I added more bots lost with Blackarachnia and Silverbolt to spice things up. Plus what & how Waspinator got out when left behind, and mention of how Tarantulas got out of such situations.

Woah boy, talk about some scary stuff right there! But just wait, there's more surprises yet to come after this. Next chapter, the human children have taken up monitor duty and so far the Maximals are handling other dangerous task to leave them out of it. Things from Predacon Battles to finding other Stasis Pods, some of them feel left out. But left in charge, Dinobot decides the best way to pass the time is to learn how the battles are fought and how to deal against such opponents. And soon Dinobot and Optimus Primal will tell the young children a story of the past, for this story involves…How the Golden Disc. and The Key were stolen from Cybertron, how the Axelon Crew got drag into things, and other things that happen to blow one's mind away… Stay tune to find out…


	13. Chapter 13: The Cybertron Theft Act

Greetings dear fans, have I got a special gift for you & it's just around the holidays. The VISION-KING is proud to present something that is a combine relationship from a special episode and a comic event. But with a little more **ENVISIONED** imagination to it. In fact, you might say it's more about 'looking back at the BEFORE event' of this Beast Wars related series with a fanfic addition. Heck, I might be surprise if I might not have been the first to ever do something like this, but that is for many of you to give an opinion. But you won't fell discourage, you might even try looking things up to follow how I came to be inspired by such a story chapter. So without further delay, enjoy this gift and hope many of you enjoy the Holidays…

* * *

 **Chapter 13: The Cybertron Theft Act**

 **LOCATION: THE MAXIMAL BASE**

 **COMMAND CENTER**

The scene opens within the Maximal Command Center, where by the consoles were Jeremie, the rest of the Lyoko Warriors, Hiroki's group, even Artemis. The children were working on the communication line, chatting, directing, alerting many Maximals that were out on the field. Their forces were split off to search around the planet, watching for any Predacon signals in the area or even a Maximal related signal from crashed Stasis Pods. But while everyone was doing some work, getting some snacks every once in a while, the only thing left was boredom. Hardly much was going on that even guys like Odd, Ulrich, William and Jeremie tried playing a virtual card game Rattrap showed them….so far, only Jeremie was doing well. Aelita, Sissi, Yumi and Artemis had a few girl chats here and there while Hiroki's group of Johnny, Amelia and Tamiya handled cleanup.

"Yawwwwnnn….." Odd was seen letting out a long yawn as he scratch himself against the console chair.

"Come on Odd, don't fall asleep…we're on watch duty." Jeremie lectured his friend from almost falling asleep on the job.

"Hey sis, anything to report?" Hiroki pops near to see how Yumi was fairing.

"Not a thing Hiroki." Yumi shook her head to sadly disappoint her little brother's curiosity.

"Anything major happened maybe some minutes ago?" Johnny came with a smile to see how Ulrich was doing.

"Nothing as of this moment Johnny, all seems peaceful." Ulrich shook his head to regretfully tell the boy this.

"Except for some reports on Predacon fighting, but they got settled quickly." William shook his head in stating a fact, there were only short disturbances, but they were nothing big.

"Wow, today seems to be really slow?" Tamiya raised an eyebrow in seeing how everything was going.

"It's one of those slow news day events I'm afraid." Amelia shook her head in feeling it's one of those kind of days.

"It's not…that bad, is it?" Aelita sheepishly smile in trying to lighten up the mood here.

"Aelita…things are about as exciting as watching Artemis play virtual chess. Yawn…" Sissi exclaimed with a bored expression while letting a yawn escape.

"Aw man….seems like everybody is having a great time battling it out and taking names?" Odd groans to complain, feeling like they are missing out.

"Right, and here we are…on monitor duty. The only thing exciting happening here, is anybody telling jokes on the com-link?" Ulrich signed to kick back in his chair, feeling like monitor duty was not as exciting.

"Come on guys, it's not that bad…we done this sort of thing before. Right?" Jeremie tried to reason to those here to recall they did this sort of thing before.

"Yeah, but Jeremie…look at us! We're hardly the same old Earth kids after becoming Meta-Humans from that Quantum Surge?" William pointed out that they are hardly the normal children like before, now they are different.

"Well while many of you got lucky, it's not been the best for everyone. Our home is watching if anyone so much as sneeze, you could be arrested." Sissi stated in seeing how even back home, if anyone is seen looking suspicious then they will be apprehended.

"I doubt it, but pretty much with the government looking for the Transformers & Meta-Humans that are causing trouble, we're lucky we aren't seen and put on Wanted Posters." Yumi shook her head to state the only opinion view to what is happening currently.

"Still sis, I hate thinking you got such awesome powers, and your not out there using them?" Hiroki complained in how things are going, it's just unfair.

"Maybe if we can ask Optimus, maybe he can reconsider it?" Johnny spoke in trying to make this suggestion.

"That would be a negative." Then who should enter the Command Center, then Optimus Primal and Dinobot in Robot Mode. "As of right now, the danger is rising, and the Predacons might be scattered….are trying to find more Stasis Pods to increase their numbers. I suspect something serious maybe up." He issued this matter in how dangerous things are likely about to get from here.

"But Optimus, isn't that just the usual procedure everyday?" Amelia asked if there was a way to do more then what they are doing now.

"Right, both of you need numbers to get the better on the other." Tamiya nodded in trying to agree on what should be a good strategic point.

"It's been no more then less from a week since the events of Protoform X." Artemis pointed off another thing to be reminded about, even though she was unconscious during much of that part.

"That's because when we went to find it, Protoform X was nowhere in sight." Optimus shook his head in stating the leads to that bot were long gone.

"Hmmm…it appears likely…that Megatron, has something to do with it. A warrior of that caliber would certainly be needed to increase in the power vacuum." Dinobot huffs to remark the fact that it's possible, Megatron has been able to recruit such a dangerous bot to his side.

"So let us go out and fight!" Ulrich insisted that they provide some backup to any of their forces.

"I'm sorry, but until we know where Protoform X is, we can't endanger you children." Optimus shook his head in knowing the risk maybe too great.

"But you even allowed Jackrabbit to go out to help?" Odd protest in thinking even the youngest Maximal is involved.

"My decision is final…" Optimus firmly issued to end this topic right here.

Everyone was looking on edge, and for the children it's good reason. Ever since the Protoform X incident, it seems a bot who can't be destroy is on the loose and Optimus is trying to not endanger the children without further info on where such an enemy is located. Dinobot could read the atmosphere to sense the human children wanted to be of more help, yet these brave warriors could do nothing.

"Hmmm….perhaps the best way to pass the time, is what you humans refer to as…Telling Stories?" Dinobot ponders a moment before suggesting something that came out of nowhere.

"Wait, you wanna tell us a story?" Jeremie raised an eyebrow in having heard this right.

"Well, maybe that could be what can help pass the time." Aelita stated in thinking that wasn't too bad an idea.

"Yeah, sorry…but after living it up on the battle, hearing just some old story might not pass the time." William shrug off his shoulders, feeling that they feel more like the action on the field is where they wanna do the most good.

"Well, if that is your choice, then I won't bother you anymore." Dinobot slowly responded as he was seen turning away. "A shame really, I thought you like to hear the tale of what brought us all together." He spoke these very words to catch anyone's attention.

"Wait!" Jeremie spoke to stop Dinobot from leaving. "Are you referring to when you & the Predacons stole the Golden Disc and Aelita?" When he said this, that truly caught everyone else in the room to pay attention.

"Indeed! But…it is a rather long one. I don't believe you be interested in things of the past." Dinobot simply stated that it's just one of the stories he knows, but if none want to hear it.

"Actually, I think we all never heard the whole tale?" Yumi taps her chin to think about it to realize, they been given just the brief version.

"Right, we only heard that the Predacons stole them and came to our world almost a long time ago." Ulrich lightly nods to agree on what they been told when they first came into contact with the Maximals.

"But if you heard from the Maximal side, what would be the point now?" Artemis questioned the logic of learning what everyone was told before.

"We heard from Optimus, but that was only his side…right?" Sissi slowly stated in knowing Optimus told them their story, but that was only his side of the story.

"Hmmm…perhaps we can both tell the story." Optimus rubs his chin to ponder this carefully to come up with a solution. "We were both there during the event, but what events happen before then are different." He pointed out how many different events occur before they meant up.

"Then I suggest we get started…I always wanted to hear the whole detail story." Odd suggested in wanting to hear the story right away, after all…they got nothing else to do while stuck in the Command Center.

"Wait a moment…" Sissi spoke up to get attention without warning. "Aelita, are you sure you wanna hear this…What if it brings up bad memories?" She asked her friend in thinking, maybe learning about such an event might cause something unsettling to occur.

"Well…I am nervous, but…" Aelita spoke a bit concern if she hears the story, but then put on a brave face. "Maybe this might help me learn about what happen to me when I was still in my pod?" She stated in trying to not be discourage, and learn the truth.

"Then listen closely, all of you…" Dinobot spoke with a firm tone in his voice. "Grugrugrugruaaah….For this story happen long ago." He snarled a bit from preparing to speak. "The Theft Of The Golden Disk And The Key!" The words he spoke made many fall silent, as they await to hear such a tale…

* * *

 **IN THE PAST**

 **PLANET: CYBERTRON**

The scenery opens to a dark room, but within there was a Transformer hidden in shadows. And being displayed looked like the Cybertronian Golden Disc. which rotated around showing the symbols. It appears something was going down at this time.

"Come forward." A young male voice was heard calling out, it belong to a Transformer who was concealing himself within the shadows. "I called you here in regard to a little known artifact called the Golden Disk. And with it, one more…the Key." He spoke in addressing the manner on the sole focus of said topics.

The camera was zooming in on the mystery bot who lies hidden within the shadows while discussing certain topics…

"First agenda – The Golden Disk: A seemingly insignificant scrap of metal made by a small…frail species hardly worth mentioning." The guy passed off as if the object was not particular hold any value. "And yet…this object holds the key to the Conquest to the whole Cybertron. Hohohohoo…" The bot let off a low chuckle, as if finding amusement on something so little held something massive of a secret. "For over 300 Cycles, the Golden Disk has carried the mystery of incredible power. Under it's shivering surface." He explained how the disc. held that which could be a vital power source for one to obtain. "I could tell you the tales of a 1000 Maximals and Predacons who have hunted this Dark Relic." As the bot spoke, we begin to see more of what he looks like from a flash of light in the room going off.

The bot in question was revealed to a Transformer with silver exoskeleton frame, details colors being blue on the ankles, waist, chest, and helmet followed by teal and purple chrome, and had yellow optic eyes. He was a large big size Transformer, not to mention on his left shoulder was a symbol icon that represents: The Decepticons! And near the said bot was what appear to be a small, roughly ovoid device with one visual sensor, two clawed arms, and two wings. Apparently these are Diagnostic Drones that hover or fly around and show some artificial intelligence in those they serve.

"Every story has the same ending…Destruction…" The mystery bot issued off to state how it's a familiar tale, destruction being the main focus.

" _ **The Transformer in question was none other then Cryotek, who was known as a gangster in Cybertron's dangerous criminal underworld. When the Great War came to a close, he served as a supply manager to the Decepticon General: Deathsaurus. But he double-crossed him by leading a team of Predacon rebels against him, which earn him amnesty during the following peace.**_ " Dinobot's voice was heard narrating events while explaining just who the mystery bot in question was. " _ **You see, Cryotek was once a brilliant engineer until he turned his talents to crime, followed with advancing technologies that were outlawed. He had developed bodyframes that, though quite powerful and weapon-laden, qualified as legal for construction or research on Cybertron. Even his own 'cryo-tank' form was said to be as powerful as a Predacon could manage without special government clearance.**_ " Dinobot narrates in having given much detail explanation of just who Cryotek really is.

The entire scenery reveals that Cryotek sat in a commander's chair with a setup of the Predacon symbol above: giving it the appearance of a thrown room. Beside him were three other Transformers beside him.

The 1st was the bot on the far left side had silver exoskeleton frame, light blue color armor plating from his ankle boots, wrist guard, and chestplate, and had light red velvet color visor over his optic eyes. His basic appearance was similar to an airplane with the head chest compartment on his chest plate. This bot's name, was known as Dirge.

The 2nd was the bot on the middle right side orange exoskeleton frame with dark green ankles, waist, chest, wrist guards, and helmet. He had light green metallic face, bright yellow optic eyes, and the chest was some Energon pack. His body is model after an airplane craft, and on the wings on his wrist guards had the Predacon icon. He seems to carry energy form base blades in each of his hands like a duel wielder. This bot's name, was known as Backslash.

The 3rd was the bot on the far right side with dark gray and light blue exoskeleton frame with tan light brown boots, ankles, wrist guards, chest and helmet, he even had blue visor over his optic eyes. The front of his chestplate was similar to a helicopter with the backside having proper parts, it's easy to see his Vehicle Mode is model after a helicopter. On the red glass part on the chest was the Predacon icon. This bot's name, was known as Buzzbomb.

" _ **Within Cryotek's circle of his organization were his bodyguards: Dirge, Buzzbomb, and Backslash. They were his most loyal soldiers, each one with their own reputation. However…to run an organization, you need others to help in one's goals. And so, he sought those with talent, and who he called in was his own protégé – Megatron.**_ " Dinobot's narration spoke in having revealed the names of those closest in aiding the dangerous criminal, but the next name he spoke really got one's attention.

While Cryotek's gang was with the one calling the shots, across the area revealed some bot figures. One of them was reveal to have a resemblance to Megatron, this was during before acquiring a Beast Mode.

"I have nothing but faith in you, Megatron." Cryotek addressed forth to the young bot ahead with some mellow tone of light comforting words. "In fact…I'm as fond of you as if you were my own son?" He issued how he sees Megatron has someone who could be apart of his family. "The plan to recover the Golden Disk and the fable Key is Daring…Ambitions…I might even say…really Brilliant." The guy talks in how his plan is so many things, it cannot be held into one account. "Guhuhuh…After all, it is MY Idea! Uhuhuhuahhh…" Megatron narrow his eyes as he hears this one talk in boasting of himself to chuckle. "My agents have…let's just say…stumble up to the ship you'll need." He lightly rubs his fingers together in addressing how much the plan is already underway. "More importantly, they have identified the data archive that contains…All of the Information the Maximals have on the Disk and even knowledge of the Key." He mentions this while version of Dinobot approach to see how Megatron was simply standing to hear everything. "Including…the Current Location." The guy slyly mentioned the next thing about how they know where to find that which they seek.

Megatron display a raised eyebrow and hidden smile, finding this to be…satisfying indeed.

"Don't forget Megatron, you may retrieve it at a con, but only I…can Decode it!" The mastermind bot pointed out to firmly states when the disk is obtain, he alone can decode it's secrets.

"Of course, Cryotek." Megatron simply responded in his most humble tone in understanding his orders.

"And Megatron, another bit of advise…" Cryotek spoke in having just one more thing to be mentioned. "Remember that the data on the Key is just as important as the Key it's self. To access the power that was fought in the Great War, but never truly understood until now…shall indeed prove the most useful." He speaks in how one can truly learn the great power from the Key. "The Key is said to be many things, but the one thing is said it contains the powers to be similar to the Great Creator – Primus. They maybe words, but of course…witnessing such power under control, can make things much easier." He made a sly grin in making this stated claim in knowing if such great power was in their hands, there would be untold potential.

"Very well, Cryotek." Megatron humbly nods in having heard plenty to understand. "You all, with me…" He turns to his group to get them ready.

Soon Megatron was leaving with his followers. They were all members of Megatron's crew who were different & some did not acquire their names until obtaining their Beast Modes. Many like Scorponok, Tarantulas, Dinobot, Waspinator and Terrorsaur were more like those with Robot Modes and Vehicle Mode type body frames and design. But for the moment, this band under Megatron's control will go to acquire that which Cryotek seeks.

"Take care my pupil…" Cryotek simply states in wishing the best of luck to Megatron. "Gurhuhuhahahah…" He lets off a wicked chuckle, finding everything will go perfectly according to his plan.

" _ **That was how things begun, each of us soon played a role in Cryotek's scheme.**_ " Dinobot's narration was heard as everything was soon fading out.

* * *

 **LOCATION: MAXIMAL POWER STATION B4-Y**

The scene opens to reveal a station that had Energon Cubes stack around to give power to this power facility. But nearby was a strange futuristic hovercraft submarine type vehicle. Without warning, it transform into it's Robot Mode.

" _ **The first of Megatron's crew, Scorponok, was sent to a power station to cut the energy which would aid in the next mission agenda. He was to team up with one of Cryotek's henchmen.**_ " Dinobot's narration spoke in what was going on, who was on sight and who would be joining up.

Then flying down was a futuristic airplane that flew through the sky to land near the other bot. Wasn't long before it transformed into it's Robot Mode to reveal it was Backslash.

" _ **The way I heard of Backslash, he's known as criminal killer who is slick with words as he is deadly with his energy blade. He worked for Cryotek do mostly be in the field of killing other Transformers. Though it was said he was built to be a new member of the Predacon Police, but upon first activation, he murdered his indoctrination officer and immediately fled to the streets to begin his life of crime. Yet despite his history of ill deeds, he has never once been caught thus keeping his criminal record clean. Because of this, he had earn a reputation of being 'untouchable' within Cryotek's organization.**_ " Dinobot's narration explained much about Backslash with his background information, and to be partner with a criminal killer was something to be wary of.

"You're here, and here I thought you chicken out?" Backslash remarked in lightly joking about.

"Would you quit stalling, lets hurry this up." Past Scorponok issued as they no time for petty jokes.

Then the Backslash held up his wrist which projected a green hologragphic head figure of Megatron.

"You know what to do Backslash." Megatron issued in stating what this Predacon is suppose to do with his own mission.

* * *

 **LOCATION: CYBERTROPOLIS MAXIMAL DATA ARCHIVE, CENTRAL BRANCH**

The scene then opens to a facility building which had a statue monument of a Transformer: to many, it was the Leader Of The Autobots - Optimus Prime. Then near a doorway, we spot Megatron looking back to see Dinobot and Dirge were working to laser through the building door.

" _ **I was with Megatron for the next mission point. We were team up with Dirge, whom I knew liked to strike terror into the hearts of Maximal adversaries by being completely unmotivated and displaying not so much as a shred of ambition. I found him to be unable to intimidate anybody, he would very much like to be seen as a top brass among the Predacon forces, but only because he figures those at the top must do less work than the grunts at the bottom. And believe me, Dirge was someone who's all about doing less work. He was shifty to be the perfect fool, leaving the hardest parts to those of us that can do much more as I did.**_ " Dinobot's narration explained much about what he did on the scene, and what he view of Dirge during the day.

Then Dinobot approach before using magnetic grippers on hand to lift the heavy door cut loose before tossing it aside. Now we see Dirge stand by the open passageway, through the scanner reveal the Predacon icon on the top left side & energy measure bars on the bottom right. But when pressing the top head part, through the visor revealed it was in Infer-red to reveal invisible red beam alarms.

"And security web…could be trouble?" Dirge issued off in seeing their chance to break in got a bit complicated.

"Hmph! That should be no bother." Past Dinobot remarked as if hardly feeling like this pose a challenge of worry.

"It is if it gives away our position." Dirge pointed out they must not alert anyone of what they are doing.

Megatron only smiled at hearing this, as if liking a little challenge to the mission.

"Team Alpha…let us bring down the lights…Ye-es-s-s…" Megatron spoke to those on the other side on the com-link with his instructions, smirking in how this should give them a little helpful aid.

"Consider it done." Backslash responded that they will proceed to accomplish the task.

"The plan was to be in motion, shutdown power which was connected to the building, thus allowing us to get in. Megatron had plan things out for such a scheme." Dinobot's narration pointed out events that would take place from each member doing their part.

* * *

 **BACK AT THE POWER STATION**

We soon see Past Scorponok was working to set something up on the wall side. But while the Predacon was working, he was not aware that a yellow theme race-car theme Maximal had spotted him. This Maximal was apart of the security team, and during his shift to explore the area, he witness what was happening.

"What the?…Wait! What are you…" The Maximal Security bot yelped from not recognizing the Predacon, but could tell something was shady. "Stop! Stop right there!" He waved his right arm up in demanding the suspicious bot cease at once.

Past Scorponok seem to just simply turn around to stare at the Maximal who caught him in the act.

"What do you think your…/POwfruvhmm…/GYaaahhh!?" Then while the Maximal Security bot was demanding answers, the Maximal yelped when he was attack from behind by an energy blade pierce into his chest.

As the Maximal Security bot fell, the attacker was reveal to be Backslash who slashed the bot when his back was exposed.

"Watch your back, clamps?" Backslash issued off to remind the Predacon to mind things if alone.

"Arrrughh!?" Past Scorponok groans in agony in having to be reminded of his careless mistake which was almost costly for the mission objective.

" _ **Back in that time, Scorponok was known as Clamps, but even when during a mission…his incompetence never changed. But what came next was a larger picture.**_ " Dinobot's voice narrates in explaining certain events in the past before moving along.

* * *

 **LOCATION: PREDACON TRANSWARP RESEARCH CENTER D-F**

The scene opens to a research center, where a green theme Maximal was seen working. But then without warning, an explosion occurred that shook the whole place. Wasn't long before we spotted Past Waspinator & Buzzbomb rushing in, firing laser blast shots in the cover of a smokescreen. One bot tried to alert everyone, but got blasted in the chest that knock him down. Many other workers were unable to handle the attacks as they got shot down oneby one. Once all those present who were working in the research center were taken down, Past Terrorsaur was seen walking in from the open destroy wall spot. Inside the area was what appeared to be some sort of Spaceship developed by Predacons in the research center. (The same one used by Megatron)

"Ahhhh…we FOUND it!" Past Terrorsaur exclaimed in sounding very glad of this find.

"Yezzzz….zzhip izzz ourz!" Past Waspinator responded that this ship, is theirs for the taking.

"Let us quickly secure it." Buzzbomb instructed those in what they need to do next.

"Hold on, since we're taking it…it should have a name." Past Terrorsaur stated to stop first and think up a name for the ship that will soon be theirs.

"Ohhhh, a name. Which should we go with?" Past Waspinator replied off in liking the sounds of that.

"Hugh….debate that after we get it out of here." Buzzbomb signed in seeing these two wanna compete for something that can be done after getting the ship out of here.

" _ **As many have come to know it, we managed to acquire a spaceship for travel. But there were other things that would transpire during such events.**_ " Dinobot's narration explained things while keeping certain details back for a later revealing.

* * *

 **MEANWHILE, MEGATRON'S AREA**

The scene opens to show Dirge was using a holographic communication device on the right wrist, except there was a lot of static noises & the picture was not coming in.

"Team Beta, what is your stasis?" ? spoke in asking for a stasis update, but no one responded. "Team Alpha, report!?" He issued in wanting an update from the other team, but got nothing.

"We're…down?" The only voice response from the latter team, was this response.

"Graaaah…Amateurs!? What could be stalling them?" Megatron groans to roll his eyes while questioning what was taking those to accomplish their assign task: they are on a deadline.

"Hmmm…could they have run into some interference?" Dinobot hums to say after rubbing his chin to ponder this thought.

"If they have, they best solve it. Time is of the essence." Megatron firmly states in not about to waste time.

"Yes, if the power is not disable, we will miss our opening." Dirge stated in knowing they can't accomplish their mission if they don't shut down the security.

"Well if something goes wrong…best to lose the few for a good cause. Ye-es-s-s-s…" Megatron coldly spoke as if knowing if those fall during this mission, best be a few then all of them.

" _ **At first I was not certain, but I soon learn of what Megatron meant…**_ " Dinobot's narration explained this when his past self hums from what he heard sounded very suspicious.

* * *

 **BACK AT THE POWER STATION**

We see Backslash was nearly finished with setting up an explosive device.

"All right, stand up…" Then without warning, another Maximal Security officer was nearby as he aim his blaster at the bot's backside. "Nice and slow…" The green theme bot threaten as he was charging his lance shoulder blaster as the bot in question held up his arms.

"Ugh…this isn't what it looks like?" Backslash nervously responded, trying to act innocent.

"Yeah, like I haven't heard that?" The Second Maximal Security Officer remarked off in having heard others use that same excuse line before.

But from afar, Past Scorponok was watching as his 'comrade' was caught snooping. Apparently he finished up his side and was not caught like before, now it's Backslash who's in the same boot.

"Now who needs to watch their back? Hehehehahahah…" Past Scorponok remarked off in seeing the guy who said he needed to be careful should take his own advice.

Then without warning, Past Scorponok held a remote before pressing the bottom.

"Beep-beep…" The device began to make a flash binking response that earn Backslash and the Maximal Security Officer's attention.

"Hey! What's that device…a Bomb!?" The Maximal Security Officer snapped in what was happening.

"What! Clamps, you didn't…?" Backslash yelped in what was coming, and he couldn't get out…

"BOOMfruvhmmm…" Suddenly without warning, a large explosion occurred directly around the power station location where a bomb was setup: even taking along the Predacon Backslash & the Maximal Security Officer out in the blast. The big explosion could almost be seen from within the central city of Cybertron, alerting anyone of what occurred. But it seems Past Scorponok didn't mind blowing up the area to take out both enemy & ally in whole fell swoop, so long as their mission objective gets accomplished.

" _ **In the Predacon line of work, if your not fortunate enough, you may find yourself being destroyed when you least expect it.**_ " Dinobot's narration explained the harsh reality in how Predacons do things.

* * *

 **BACK WITH MEGATRON'S PARTY**

"The security grid is down." Megatron inform those of what the latest news was for their side. "Quickly! Before emergency power kicks in!" He instructed those that they must hurry while the window of opportunity is open for them.

We soon see Megatron's group rushing on inside without delay. With the power disable, the security grid was shutdown to allow them to get inside without alarming anyone of their intrusion. We see a Maximal Guard bot inside using a flashlight around the area. He had the light flash over old artifacts & statues of other Transformers while making his rounds. The statues seem to resemble different Transformers: like Shockwave, Mini-spy, Hooligan, Antagony, and Jhiaxus.. The last one might give one the chills when flashing a light on it during a blackout from how menacing even a stone figure expressed. Suddenly the Maximal Guard felt something grip his right shoulder…

"CLUNK!" It was Past Dinobot with his shovel grappler arm as he bash the security Maximal to the wall to knock him out. "Clunk…Clunkvhmm…" Then he lets go of the unconscious bot to the floor.

"We had infiltrated the building, and soon we were making our way directly towards what we were seeking." Dinobot's narration explained another portion of events as the story continued on.

Then Megatron was seen coming behind Past Dinobot from observing the action before moving aside to allow the leading Predacon to the vault. The vault door slowly slides open, allowing those present to enter as they saw many different file drawers in the walls. Megatron was tracing his finger before finding something to pull a blue lit frame drawer out revealing it's a computer hard-drive. Then Past Dinobot placed a bomb detonator on the wall, bang on it with his fist as it displayed Cybertronian language numbers for the countdown.

"We acquired the first step, we began to move on to the next stage of our mission agenda." Dinobot's narration explained as much of the story was continuing to evolve.

"Ahhhh…Excellent!" Megatron sign with praise in what he's obtain: then he slides the computer hard drive into a tech disc which flash from blue to red in becoming active and then change to green.

But unaware of it, from the open hole from where the drive came from, a tiny homing sphere device got attach on Megatron's wrist without him even knowing.

"Computer! Begin Priority One Transmission! On Private Frequency X-9." Megatron gave the order in what needs to be done and to be kept on a private frequency to boot.

" _Acknowledge._ " The female computer voice responded to Megatron's request.

* * *

 **ELSEWHERE AT THIS TIME**

The scene opens to reveal another bot was working around a computer console in running the data from the acquired hard drive.

" _End Coding Transmission Received. Commencing – Full Decryption._ " The female computer voice responded in what the system was doing at this moment. " _Time to Completion – 3.25 Cycles._ " The system estimated the time while the screen changes to reveal the Golden Disk and the Key's Stasis Pod.

The one studying the data was none other then Past Taranulas, as he was quickly working around. He seem to have a wheel on his backside, but his face was mostly the same with a mouth guard, orbs on the head like eyes over his clear visor.

"Gaahhh-Hahahahaahhh…" Now Past Tarantulas was heard laughing it out from making a major score. "Teheheh-Hahahahh…" And clutch his hand from his creepy and errie laughter on acquiring the data.

" _ **Everything was going according to plan, but sometimes…betrayal is within Predacon nature.**_ " Dinobot's narration stated to mention this as if what comes next would be shocking.

Slowly all over the city, the lights were coming back on again after the events of a power failure from earlier had occurred. When the lights came on, we soon spot Buzzbomb who was seen on the floor with smoke leaking off his backside. Nearby him was Past Terrorsaur who apparently had managed to shot the bot in the back during the cover of darkness. Then Past Terrorsaur toss what was a Maximal blaster over to an unconscious bot, leaving evidence to throw off that it was a Predacon who took out his own.

* * *

 **BACK WITH MEGATRON'S GROUP**

We soon see Past Dinobot was in Vehicle Mode driving out of the opening made by the bots for the break-in. He was followed by Megatron who was also in his Vehicle Mode too, they were making their escape…when laser shots were fired from above.

" _ **While Dirge was at the rear, I and Megatron were suddenly under attack. And we took action.**_ " Dinobot narrates the events that take place while being attacked.

"Megatron – Terrorize!" A voice was heard yelling out as Megatron transform into his Robot Mode. "Grrruagh!?" He snarl in looking up in who was firing at him during his escape.

Soon there were Maximals flying onto the scene firing their blaster weapons at the Predacons that broke in. One of them was a blue and turquoise theme Maximal named Shatterpoint. The second was a light emerald and white theme Maximal named Stopgap.

"POWFruvhmm…/BAMfruvhmm…" Megatron fired off his large laser cannon shoulder that impacted the helicopter mode Maximal to knock him out of the air.

At this moment, Past Dinobot was running from when Stopgap was blasting at him from above before falling off the edge. But during the fall, he toss something up which was the metal disc device. Flying above was Dirge as he caught the device to quickly fly off. Then Past Dinobot managed to use his long grappler claw arm to grab a statue on the wall side which resembled Icepink's Pretender shell to stop himself from falling so fast. But then the weight broke the statue's weapon, but Past Dinobot managed to leap away over to another part of a building. There he skid downwards between two close building spaces which caused sparks to fly from such friction.

" _ **I managed to use my warrior instincts to survive from a fall that would have ended any other bot that was careless. But I was not finished yet.**_ " Dinobot's narration issued to mention how his past self survived, but he was not done yet.

Soon Past Dinobot had reach the bottom safely, but then lights flash on him to turn around. The Predacon was surrounded by three Maximal Cops each ready to stop him. They were Stopgap followed by other Maximals with one green one named High Beam and a purple one with extended claw wrist named Switchblade. But of course while it was 3 VS. 1, Past Dinobot did not seem bothered, and suddenly retaliated.

"POwfruvhmm…" Now Past Dinobot fired green optic emerald beams from his eyes that impacted to knock Switchblade and High Beam off balance. But Stopgap yelped to cart-wheel away to evade the attack. While Past Dinobot was focus on targets in front, he was being attacked from behind by another Maximal. But Past Dinobot shook it off to turn in seeing the Maximal Cop had a blaster and a blast proof shield in hand. While the Maximal Cop fired, Past Dinobot charge against the attacks, grab the bot to toss him across the field. At first it seem like the fight was over, but then someone was seen entering the light? It was a white theme with blue chest & hands along with gold boots bot named 9K. The Maximal summoned an energy form blade-axe in his left hand, ready for combat. But Past Dinobot was bending his neck before revealing a glowing emerald blade saber in his left hand.

" _ **Against those that cornered me, I…was faced against a more worthy opponent who was a captain in the highly-trained Maximal Command Security Force, 9K. His career was to uphold the will of the Maximal Imperium on Cybertron in the name of the Pax Cybertronia. A highly-decorated officer he maybe, he prefers to stay in the field with his troops despite his high rank and his skill with Energon form take weapons would make him a dangerous opponent…he was someone worthy for me to battle against.**_ " Dinobot's narration explained how he was against a more worthy foe for him to face, much different then the Maximal Cops from earlier.

It was down to just two bots, one Maximal and one Predacon, each glaring down the other. The Maximal 9K was keeping his wit, but Past Dinobot just made a sly grin as if awaiting to enjoy this battle. Now 9K was seen charging with Past Dinobot not far behind, as they swung their energize weapons that clash against another.

Everything went dark afterwards of who won in that single strike.

* * *

 **LATER ON FROM THEN**

 **AT CRYOTEK'S LAIR**

The scene began to open where a bot was seen running into a bright blue lit chamber room filled with Energon and a platform. In the center on the platform was Cryotek sitting in his command chair while noticing who should rush in on the spot. It was the Predacon Dirge as he stops before Cryotek after he stood up.

"At long last…" Cryotek exclaimed in sounding ambitious right now. "I can almost FEEL the Disk and the Key within my hands? Nuhuuhuhuahahahh…" He proclaimed in knowing victory was so close he could taste it as he let off a chuckle.

"What about the Maximals?" Then Dirge spoke in being concern about the Maximals who may get wind of his leader's scheme.

"Who do you THINK Called them?" Cryotek remarked off with a sly smile to reveal…he had a play in calling in the Maximals to know something was up. "With the archives destroyed, there will be no evidence to implicate me? Nuhuhu-Hahahahh!" He slyly explained to laugh off that he's thought of everything, he's two steps ahead to insure he gets away and not be tied to the crime activity of theft.

"And Megatron?" Now Dirge asked about what was his leader's thought about his young disciple.

"Someone had to take the fall and throw the Maximals off the trail. Long enough for the 'real' crime to go down. Which involves stealing the real Golden Disk and the Key, all in one fell swoop." Cryotek explained his craftiness in placing all the blame on Megatron to be his scapegoat before he commits the final crime of the century.

"But you said?" Dirge was about to state how his leader thought Megatron was like a son to him, so why…?

"What I said was true…" Cryotek simply stated off about being truthful in something he said. "I couldn't have been founder of Megatron if he were my own son." He stated in being proud on what promise Megatron shows.

The scene shifts to show Megatron and Dinobot walking down a corridor, both having survived their encounter against the Maximals.

"But well….when you lose a son…" Cryotek slowly started to say in how even when one loses a promising youth to be like their own child, well… "It is possible to get another? Guhuhuhuaahh…" The scene shows Cryotek laughing it off sinisterly about how he can also find a replacement for the lost of one great talent. "There's only one Golden Disk…and even more so, just one of the Legendary Key in existence…" He firmly stated about the real prize is something worth giving up even one promising talent to acquire the greater prizes to obtain.

The scene changes to show Megatron and Past Dinobot walking into a new area with another bot accompanying them as the latters were securing the location.

"But after all…he was bound to betray me?" Cryotek issued in stating how he knew what action Megatron would pull. "I simply chose to betray…" The scene shows Cryotek waving off that he rather betray Megatron now then await for the bot to betray him at a latter time.

But as Cyrotek was opening the disc device for the hard-drive with all the archive data, what he pulled out to hold left him shock.

"Ugh…Him first…" Cryotek casually finished his sentence when suddenly, he noticed what came out of the disc compartment device that his hand was holding…a tracking device which was flashing.

"That's not the achive data storage drive? It's a Maximal tracker!? But when…"

"I knew that if Megatron stole the archive, a tracker would be place on him without alerting a Transformer? But this makes no sense, unless…" This shock Cyrotek because knowing this was a Maximal tracking device, and that it was suppose to be on Megatron somehow ended up with him: that means…. "NRUUUAAAgh!?" He snarls in fury, the plan to let Megatron be the scapegoat backfired as the tracker was on him and not Megatron: he must have switch the data archive with the tracking device…to allude the Maximals away.

Then the sliding doors opened to reveal six Maximals. There was 9K leading other Maximals, arm and ready to look like they cornered those they caught. One of them flash a light on the bot who was calling the shots.

"Nrruagh!?" Cryotek yelped from the light in his eyes, realizing that now everyone sees that he is the one behind the criminal actions. "MEGATROOOON!?" He waved up his arms to yell out the name of the one who not only betrayed him, but out played him.

It was all over, Dirge was on the bridge between his leader and the Maximals. They were caught to take the fall…

" _ **While I fought before joining up with Megatron who lost his pursuer, he explained his plans to double-cross Cryotek and setup a scheme to divert all Maximal attention away from us to perform a final action.**_ " Dinobot narrates as the scene goes dark from other events that were about to go down.

* * *

 **MEGATRON'S LOCATION**

The scene shows a chamber which had a capsule device displaying a blue energy field of gravity to make a golden disk inside float and rotate. This was none other then the Golden Disk that everyone was fighting over. And just behind it was an ancient Stasis Pod with an Egyptian eye symbol on the cover place within the wall. And walking through some lit spotlights in the floor, Megatron walks to approach that which was before him.

"Hmhmhmhmh-Hahahaha…" Megatron lets off an evil laughter as he soon takes the disk out to hold it before him as it reflects his reflection and glowing optic eyes. "Hugh…Ye-es-s-s-s…." Megatron took a moment to cease laughing to respond with a pleasant sounding voice, as he has obtain the Golden Disk.

* * *

 **IN THE PRESENT**

The scene opens to the Command Center within the Axelon. The children were all listening in very carefully, especially in having heard so much of what happen. To think that that was some organization bent on trying to steal the Golden Disk and Aelita, and Megatron double-cross the guy who planned it all to take control himself. It's just way out there…

"Woah! That's something deep?" William stated in hearing such a beginning tale thus far.

"I'll say, who could have imagine that?" Ulrich comments it's a story in how betrayal is common.

"So Megatron betrayed his mentor because he knew he betray him first?" Yumi states from understanding the motive of where two Predacons who had a protégé and mentor relationship, betrayed another in the end.

"Brother, why do all Predacons think like that?" Sissi signed to shake her head at the thought of the Predacon behavior.

"Nrraaurgh….it is of Predacon nature!" Dinobot snarls off to issue a statement on that comment. "Grugrugruaagh….but for some of us, we have our different views on the matter." He growls a bit to state that some Predacons, are different.

"Like how you have your honor?" Artemis pointed out in recalling what makes Dinobot different.

"But didn't you fight the Maximals?" Hiroki raised an eyebrow to recall what they heard in the story.

"Things were….different, back then…" Dinobot looked away to briefly mention the term of how he behave BEFORE joining the Maximals of Optimus Primal's group.

"Okay, so then….what happened next?" Johnny asked in liking to hear more of the story.

"Yeah, you have to tell us!" Amelia asked in wanting to hear what happened next.

"We wanna know everything!" Tamiya insisted to learn more of what happened afterwards.

"Well you all heard a fair share of the story from Dinobot." Optimus Primal pointed out that for the beginning, was how Dinobot learn and experience the events from the dark criminal underworld. "But the next part, we can both explain it." He points out in how the two will explain another portion of the story.

"Hugh…why's that Optimus?" Odd raised an eyebrow to wonder, what will be any different.

"Because Odd, what happens next were events tying up to when we sought after Megatron for what he stole…" Optimus explained how what he'll tell next is how his crew and Megatron's group eventually came into the play out of events. "And not to mention, how Tigatron and Airazor became members of our crew." He spoke in mentioning two names of Maximals everyone hasn't heard for a while now.

"Wait, you mean they were not officially join members?" Aelita asked in having heard something that caught everyone's attention now.

"No, and just like Jackrabbit, they came aboard the Axelon during the wrong place at the wrong time…" Optimus shook his head in stating that things are a bit more complicated then that. "But perhaps it's best you learn how things happen that way." He spoke in deciding it's time to tell the children, a more explained view on the subject.

* * *

 **IN THE PAST**

 **ON PLANET: CYBERTRON**

 **LOCATION: CENTRAL BRANCH**

The scene opens what appears to be a large hallway, where different statues are displayed, some were of Autobots and Maximals with written instructions about who they were. But we focus on two cars driving down with both having the Maximal icon on the front of their engine hoods.

" _ **During the theft and after capturing Cyrotek, it was learn who was still at large that gotten away with the Golden Disk and the Key. There were two bots on the move, they were known as Unit 2 and Unit 1, both elite officers for the Maximal Command Security Force.**_ " Optimus Primal's narration explained what events happened afterwards to what is currently taking place in the story of events.

"Do you have a visual?" A voice was heard on a com-link speaking to the Maximals on the driving pursuit.

"Not yet, command." The green race car named Unit 2 responded with a humble and honest tone: he is discussing things with Maximal Defense Command Center.

"Sensors confirm enemy location. We are in pursuit." The dark gold sports racer vehicle named Unit 1 also responded with what they got going.

"What can you tell us, command?" Unit 2 request some intel for what they are dealing with.

"Intelligence confirms the intruders' most likely objective is the Golden Disk and the Key. It is imperative that you prevent either loss." The voice on the com-link from Maximal Defense Command Center responded along with a major theft crisis.

"What's this Golden Disk?" The dark gold and red car known as Unit 1 asked in liking more details.

"Need to know, Unit 1." The voice on the com-link remarked in stating it's classified information.

"Okay, then what's this Key?" Unit 1 went off to ask another question about a topic.

"That's also on another need to know." The voice from command responded with more firm tone on classified intel. "Exercise extreme caution. Intel requests that the perps be captured INTACT. Lethal force is not authorized." They instructed for those chasing after thieves to capture them, and not use lethal force.

"WHAT?!" Unit 1 responded in shock to hear they have to limit excessive force in capturing criminals. "Command, that's…ZAKK!/AAGH!" Just when Unit 1 was arguing, a green energy blast hit his engine hood, causing him to spun, toss over to crash on the ground.

During that motion, the other car transformed into it's Robot Mode. It looks like a version of Tigatron before he acquired his Beast Mode. He got behind cover while his partner was slightly injured.

"Command, we have contact! Mech Down!" Unit 2 inform command on the com-link of what's happened.

"AGH." Unit 1 was upside-down, aching from the pain.

"Move in, Unit 2. Backup is en route." The voice on the com-link from command ordered that the one still active get moving.

"Are You All Right?" Unit 2 asked Unit 1's damage report while he return fire to whoever was attacking them.

"Unit 2, move in! They must not escape!" At this moment on the com-link, command gave Unit 2 orders to move out to stop those from escaping.

"I'm Fine! It's just a transformation Cog! Go Get 'Em!" Unit 1 responded about his situation, and encourage his partner to hurry up to complete their objective.

"Right. Take care, old friend. See you in two nanoclicks." Unit 2 issued as he leaps during his blasting to transform into Vehicle Mode to slip pass enemy attackers.

" _ **That was the event in which before joining us, Tigatron lived under a different name, Unit 2. But this is far from over…**_ " Optimus' narration spoke about ties of a bot known as Unit 2, along with what he did on Cybertron before his joining with the Axelon crew.

* * *

 **MEANWHILE**

 **A MERE 100 YARDS AWAY**

The scene opens to reveal Megatron's group of Past Dinobot and Past Scorponok in the same chamber. Much of the equipment was busted while the one leading held what he acquired.

" _ **While such things happened, Megatron had long secured both the Golden Disk and the Key while we destroyed any records to make sure the Maximals couldn't use any of it to stop us at a later time.**_ " Dinobot's narration pointed out another event taking place after Megatron had obtain his new prizes.

"Excellent. Yes…" Megatron was heard praising such victory of his reflection in the Golden Disk. "At last, I hold My Destiny in my hands." As he proclaimed this of what this very disk can grant him. "And across from me, the power to Create my own world." Megatron turn to gaze at the Key Stasis Pod that was on a hover platform pulled by Past Scorponok. "It is time for us to leave, my Predacons." He instructs those that it's time for them to leave.

"Retreat now? When the battle has just begun? There is no honor in this cowardice!" Past Dinobot protest that he would much rather fight then flea.

"NEVER Use That Word In My Presence. Honor! Bah!" Megatron was seen gripping Past Dinobot's neck to lecture the bot for his foolish ideals. "Do you know what honor is, my dear lieutenant?" He spoke as if wanting to teach this bot a lesson of what such a term word means when heard. "It's a word they carve on a Dead Maximal's Gravestone. We HAVE what we came for, and now we leave." He firmly explained to the struggling bot that the word honor may as well be used for Maximals that have fallen in battle, it is not something Predacons follow with.

Once letting go of Past Dinobot from Megatron's grip, the Predacons began to flea out an exit route.

"RRRRRAAA! What is our goal if not the Destruction of the Maximals?" Past Dinobot snarled in feeling like this was a waste if not the destruction of their enemies.

"Ah, but you are thinking too small. This first little Trinket holds the key to much more than the Destruction of the Maximals." Megatron remarked off slyly in mentioning what other uses the Golden Disk can provide for them. "And secondly, the Key is a source of untapped power none have been able to fully understand." Megatron explained this as Past Scorponok transforms to his hover vehicle mode to carefully pull the important Stasis Pod.

Then during the middle of the running, the Predacons transform into their Vehicle Modes for more mobile speed.

"But here is neither the place nor the time to discuss the brilliant subtlety of my plan. Now MOVE!" Megatron remarked off while sternly lecturing that they will discuss things somewhere else.

" _ **That is how things had ended, but I never gain much insight of what we did while with the Predacons.**_ " Dinobot's narration points out a few things as everything began to fad…

* * *

 **ELSEWHERE,**

 **IN A LOST AND FORGOTTEN CHAMBER DEEP BENEATH CYBERTROPOLIS**

" _ **However, there are some reports that even we never came to understand what was going on?**_ " Optimus' narration spoke with some concern in his voice about another event that was happening outside one's own knowledge.

The scene opens to reveal a mysterious bot within a hidden chamber filled with electronics.

"Excellent. Everyone has played their part in this point. Everything is set in motion. At last, the Decepticon Dream will come to pass." Mysterious Benefactor issued to say in having witness Megatron's action may aid for the Decepticon cause. "Laserbeak. Buzzsaw. Come in." He spoke out to say as his monitor screen showed some bots.

They were likely Predacons, except they had the Decepticon logo on their chest-plate. They were black color models to look like a mix of samurai and ninja theme grade armor, helmet and mouth cover. The only difference was their red and yellow theme and with bird-like split two finger mouth-hands. They were the ones called Lazerbeak and Buzzsaw, of whom their names are known within the Decepticon Records of the Great War.

"Reporting, sir." The red bot, Laserbeak, responded to answer the communication call.

"Awaiting orders, Divebomb." Buzzsaw exclaimed in awaiting to hear what their orders are.

"Good. I have ensured that Megatron's troops were able to find the ship they needed. You two must make certain that they reach their destination." The mystery benefactor revealed to have a bird head with a humanoid face inside spoke, issuing what must be done. "Do not let your presence be known. The Maximals already suspect the existence of your former comrade." He issued to say this before a image picture of a black panther bot was seen, as if stating this one plays a certain role.

The scene shows a battleship airplane taking off from a part on Cybertron.

"You have your orders." Divebomb inform the two bots of their objective. "Go and make it happen." He was very strict on that last part, as Laserbeak and Buzzsaw had their ship fly off without delay.

* * *

 **ON THE SURFACE ON CYBERTRON**

The scene soon opens to show Megatron's team having exit out to reach what was near a spaceship port. They were looking around on top of a building, but nothing caught their attention. The reason was because the other team was suppose to secure a ship for them, but they are not here.

" _ **We had reach our pick up point, but our ride of escape was a bit…delayed.**_ " Dinobot's narration explained the case of what was occurring when the Predacons were awaiting their ride to show up.

"Imbeciles, come in! WHERE is My Ship?" Megatron snapped on the com-link in demanding where their escape spaceship is.

"EEWWEE Darksyde to Megatron. We will be there soon. Megatron will be impressed." Past Waspinator's voice was on the com-link as he responded with a little assurance.

For your sake I hope so…" Megatron remarked in wanting things to go well, or someone will pay. "And I see you have already given it a name." He comments in having heard his own troops have given their ship a name already.

"Not my idea. Beakbot won contest to name ship. Me think Buzzerbot a better name." Past Waspinator's voice exclaimed on the com-link in having preferred a different name for their own ship.

"Indeed. I…" Megatron was about to comment here, most likely his own name for a ship under his command when…

"Megatron look up." Past Terrorsaur's voice was heard on the com-link, alerting Megatron to look above them.

Soon what was above Megatron's team was the very same space ship stolen sometime ago. This was the dubbed Darksyde, a ship now under Megatron's command.

"Excellent. Yes…" Megatron smiled with excellent joy, finally they have obtain a ship vessel to be of use for them.

"Lord Megatron, shall we board with the cargo?" Past Scorponok spoke as he brought the hover platform with the Key's pod near them.

"Indeed. Get us aboard….and make sure the Key's Pod is secured." Megatron smiled to respond while making certain everything was in order.

" _ **We soon boarded our ship and left without looking back.**_ " Dinobot's narration spoke as Megatron's group slowly went in after the ship landed a few feet off the ground.

" _ **But during that time, Unit 2 was on the way, and he wouldn't be alone.**_ " Optimus' narration spoke in stating of other events that were about to happen next.

While things were happening, something else was going on…

"ZZZAT!/FWAM!" Suddenly a sealed door was blasted open, and out from it came Unit 2 charging out after firing his blaster: only to witness the Darksyde taking off with the Predacon Criminals now aboard.

"Hrmm. Command, the Predacons have a ship. Request clearance to commandeer transport." Unit 2 spoke to his command on the com-link, reporting the situation and clearance to get a ship to follow.

"Clearance Granted. Good Hunting, Unit 2." The voice from command responded on the com-link, granting the Maximal access to commandeer a ship to pursue after the criminals.

Nearby a spaceship was landing as the pilot hatch opened to reveal a fembot pilot. This Maximal appeared to look like a version of Airazor without the beast mode feature from the orange and black theme over the silver metallic face with emerald optic color eyes. But in the days on Cybertron, this bot went by another name…Wing Saber.

"Whoa there Big Fella. What's the rush?" The fembot stops Unit 2 when seeing him run towards her.

"I am sorry, but I have to commandeer this vessel on the authority of Maximal Defense Command." Unit 2 issued in stating an emergency in need of the ship.

"I don't think so, stripes. There's only one Maximal who pilots the Chromia, and that's me. Wing Saber." The fembot issued to say while giving an intro about herself. "Though you might be able to persuade me." She stated in approaching the big bot with some sly compliments in liking to see where this goes.

"I don't have time for this." Unit 2 protest in not having time for them to be fooling around. "Predacon thieves have stolen two important artifacts. If you won't let me use your ship, I'll find another one." Unit 2 firmly explained things as they were important to not waste time even if he has to find another ship if this bot won't cooperate.

"A chase? Well why didn't you say so?" Wing Saber smiled in liking the sounds of what she heard. "Get on and strap in. You're going for a ride." She instructed to the bot as she prepares the ship for take off.

"Yes Ma'am." Unit 2 smiled in liking how this was going: also, he felt like he kinda liked the adventurers spirit this fembot shows.

" _ **That was how Wing Saber enter the picture before she became Airazor. She and Tigatron knew another, as for why they didn't respond the same, that will come up later.**_ " Optimus' narration explained how things went in how Airazor meant Tigatron when both were under different names and identities back on Cybertron.

* * *

 **A MEETING ROOM**

 **WITHIN THE CHAMBERS OF THE MAXIMAL DEFENSE COMMAND CENTER**

The scene opens to reveal a red command center chamber, where different Maximals hidden in the shadows and bright redness in the room were concealed. But they were all members of the Maximal Defense Command Center. Their total number was about only three it seems station around circle command center table with monitor screens.

" _ **While things were happening then, the Maximal Defense Command Center were discussing things of importance.**_ " Optimus' narration explained another event occurring of those trying to take action.

"The High Council wants a status report, what have we got?" The Middle Maximal stood up to request any intel they have on what's been happening thus far.

"Maximal Agents failed to stop the Predacons, but continue pursuit." The Left Maximal reports the current situation as they speak from checking the reports on his screen.

"Intelligence identifies the leader of the thieves as…Get This…Megatron." The Right Maximal issued to inform those of a shocker of a news, of a bot with a name out of history.

"What has the Tripredacus Council got to say about his?" The Middle Maximal asked in what those of a Predacon Council have to say about this.

"They deny any involvement. They claim to have been attempting to capture this Megatron themselves. For once, I am inclined to believe them." The Left Maximal issued to say that there is no connection, and he feels he can't argue about it.

"The ship the Preds stole is equipped with Transwarp Drive. Once they jump, they will become undetectable." The Right Maximal displays an image of the stolen ship on his monitor screen with news that will give them more trouble if the Predacons escape with it.

"How long have we got?" The Middle Maximal asked for a time limit.

"It will be a few cycles yet before they get any information from the Golden Disk. We'll need a ship that can track and chase them if they go Transwarp." The Right Maximal check to report some findings and a measure to help counter the Predacons with another ship that can use Transwarp technology.

"Primal's ship? It's hardly a Battleship." The Left Maximal looks over the bot's shoulder to see an image of the Axelon belonging to Optimus Primal: the problem was, it was an Exploration Ship chasing a Battleship.

"The Axelon is the closest ship in interception range, and it's quite a bit faster than Megatron's ship." The Right Maximal explained the some measurements this ship may have against the ship Megatron had stolen in terms of speed.

"All right. Call Primal. Tell him we are sending him on a detour." The Middle Maximal rubs his chin to firmly give the order out.

"But sir…" The Left Maximal spoke up with having some second thoughts. "What about their cargo?" He pointed out an important issue of cargo that would be on board.

* * *

 **AT THIS MOMENT**

 **THE AXELON'S LOADING BAY**

The scene opens to reveal a hanger bay where a few Maximals were loading different metal cargo crates onto the park Axelon. Many were Stasis Pods, but not many pay notice to one with a BIG Skull and X loading separately. Near a screen monitor by the wall area, we see Optimus Primal's face speaking to versions of Rattrap and Cheetor before gaining their beast modes.

"…And we'll need some additional Energon. Get on it." Optimus Primal instructed those to perform the duties the commander wanted his crew to perform.

"Yes sir." Past Rattrap saluted to hear the orders before the vid screen turn off. "Fer Bootin' Up Cold! We've been stuck on this space station fer weeks, and now the Boss-Mobile is telling us we gotta load even more stuff?" Now Past Rattrap complained about how things were going from mess up to complicated. "Man, what I wouldn't gibe to be sittin' on my stool at O'Mally's." He signed in picturing where he rather be right now.

"Hey, don't get so worked up." Past Cheetor stated to ease the bot from feeling a bit tense. "I'm sure Optimus has his reasons. Try to be a little more of a Team Player, huh?" He shrug off to state how they outta be working together then just complaining about the workload.

"Team Player? Listen, kid, the last thing I…" Past Rattrap was about to get up at the young cadet's smirk remark when…

Coming up to interfere was a version of Rhinox before he even acquired his beast mode.

"Knock it off you two. The sooner we get these crates loaded, the sooner we boost out of here." Past Rhinox instructed those to stop this and finish their assign work.

"YIPE!" Past Rattrap yelped from seeing the big bot showed up out of nowhere. "Sizzlin' Sparkplugs! How d'yoy creep around like that on those huge feet?" He protest in never having heard the big guy coming, usually big bots make load foot stomps as they move.

"Hey, I thought you were with Optimus. When did you get back?" Past Cheetor asked in recalling where their pal was during the time.

"A few klicks ago. Optimus sent me to see to you two." Past Rhinox instructed what he was doing before coming here. "He's taking care of one last piece of business." He pointed off to mention what their commander is doing as they speak.

The scene shows where Optimus Primal was located, appearing as he did before assuming a beast mode in his original body. He was checking to make certain, the large Stasis Pod with the 'X' and skull mark was safely tuck in. For this was the one that contain Protoform X, and the commander sign with grievance to know the dark secret the Axelon must carry to dump this dangerous thing someplace where it can do no harm.

" _ **As you know, only the older members of our crew knew about Protoform X. But what even we didn't know, was that someone stowaway…**_ " Optimus' narration

Hidden nearby near the Stasis Pod loading area was a little Maximal child who looked like Jackrabbit, but before obtaining her beast mode. She was watching everything happen, studying and all…

"Man, why do they have to limit joining an exploration ship at age 15-16? I can't wait that long? I'm almost old enough, but no…you need training." Past Jackrabbit signed in wishing she could join the crew, but rules prohibit her from doing anything of the sort.

"Come on, we gotta get any remaining pods in." One bot's tough voice was heard calling out.

"I think there should be another nearby?" Another bot's voice with a calm tone address the matter.

"Hmmm…." Past Jackrabbit hums to herself in thinking of what she heard. "The exploration crew explore other worlds to study lifeforms. And the bots in Stasis Pods get to adapt the world's dominate species for studies. I wonder….?" She rubbed her chin to be deep in thought, pondering everything she knows and how exactly it can help her. "Maybe I can take part to see the world by letting myself go into Stasis Lock? Yeah….what could go wrong? RJ-10, you're plan is brilliant. I won't go back to the orphanage if I can live on another world. As long as I'm not caught…" The girl bot had a somewhat half baked plan in what she can do so she can join without being discovered.

Now we see the versions of Armordillo and K-9 before they acquired their beast modes approaching the area. They were getting the last remaining pods to get aboard. But they were not aware, that a little young bot had just set a pod to have her be in deep Stasis-Lock. No one would realize that someone stowaway, not until far afterwards.

* * *

 **ELSEWHERE,**

 **IN DEEP SPACE**

" _ **While our crew were about ready, others were getting ready for other things to happen…**_ " Optimus' narration addressed firmly about something was about to happen around the timely moment.

The scene then opens to show where Laserbeak and Buzzsaw were located in piloting their ship. Then they get a call on screen from Divebomb himself.

"Have you located The Darksyde's Exhaust Signature?" Divebomb asked of the situation the bots are on in trailing after Megatron.

"Yes, sir. We're hanging back to avoid detection." Laserbeak stated that their search while remaining unseen is going well.

"Good. Good work. See that you remain undetected." Divebomb responded in sounding pleased to hear this from his end. "The Maximals will no doubt attempt to pursue. Continue to scan all frequencies. If you learn of any Maximal ship following Megatron, intercept and destroy it! Leave no one functioning!" He instructed those to make sure, no one will interfere in catching up to Megatron.

"Gladly, sir." Laserbeak responded to hear and obey.

* * *

 **A FEW CYCLES LATER**

" _ **As our ship left, I assembled my crew to get some briefing done.**_ " Optimus' narration stated about another event was taking place with his crew during the time they left.

The scene changes to where we see the Axelon was now leaving the space station.

"All right, listen up bots." Optimus Primal's voice was heard, sounding very important. "Awhile back I was contacted about doing a favor for the Maximal High Council." He spoke to those present in the Command Center: Past Cheetor, Past Rattrap, Past Rhinox, Past Armordillo, Past K-9, just about everyone was accounted for. "Now that we have what we stopped for we are going to travel to the Alpha Quadrant and drop it off on the most barren moon we can find. Then we will continue on with our mission." He explained that they are taking a little detour to drop something off on a barren world before continuing their mission.

"THE ALPHA QUADRANT? How'd we get tapped for that gig?" Past Rattrap protest in not believing this, why go to some remote barren planet.

"I heard about that place, is it one of the things we picked up?" Past Armordillo stated in knowing precisely, why they have to go there due to a certain 'cargo' they got aboard.

"Correct. The Axelon is the only ship within a hundred light years equipped with a Transwarp Drive." Optimus Primal pointed out about their ship being capable of such a travel. "And the Council had asked us to do them this favor to help clean up a mistake." He stated about a mistake that the High Council needs the Axelon crew to assist with.

"So now we're janitors? What are WE getting' outta this?" Past Rattrap remarked off in feeling like this is just a clean up order they got unlucky to do.

"It's not just the Council's mistake R…" Optimus was about to comment here when…

"Optimus, Maximal Command is signaling us. Audio Only." Past Cheetor alerted his commander of an incoming call.

"Let's hear it." Optimus stated to allow it, it's not everyday an important group contacts them unless something urgent is up.

"A few cycles ago, Predacon Thieves stole this Warship, along with two important artifacts called The Golden Disk and the Key." A voice through from Maximal Command was explaining the situation while on the screen, displayed the Darksyde. "As Authorized by the High Council, you must intercept the Predacon ship and retrieve the Golden Disk and the Key at all costs. The future of Cybertron may depend on it." The screen displayed the Golden Disk and the Key's Pod followed by Megatron having broken in to steal the objects. "We know yours is not exactly the ship for this Axelon, but we are out of time and you have the means to track their ship." The voice from command explained the crucial crisis in needing the Axelon to help them in such a dire emergency.

"Another mission?" Past Rattrap shrug off his arms in seeing where this will lead: trouble.

"Quiet." Optimus silence his crew member to know this is important. "Command, we've got some pretty sensitive cargo on board…" Optimus explained about a certain cargo they are hauling out, if they were to detour it then….

"The Elders are aware of your cargo, Primal. This takes priority. We CANNOT lose the Golden Disk. And even more so, we MUSTN'T lose the Key!" The voice from Maximal Command was very thorough on the emergency takes top priority over anything.

"Understood, command. Wish us luck." Optimus Primal responded with a firm expression, knowing this case is taking a higher priority then what they were originally doing.

"Prepare a change in course…" Past K-9 spoke as he begin to push in new coordinates to follow after the Predacons.

However as the Axelon was in pursuit of Megatron's ship, they were not aware of being tailgated by another Predacon Battleship.

"Wish Us Luck." Optimus' voice was heard over as Laserbeak and Buzzsaw hack in to listen to the private conversation.

"Now where have I heard that before?" Laserbeak remarked in having heard such a heroic line during the Great War against Autobots VS Decepticons.

"Goodbye Maximals." Buzzsaw remarked as he press a button nearby.

Then without warning, the Predacon Duos' Battleship unleashed missiles.

"Big Bot, another ship just appeared on our sensors." Past Cheetor alerted those that they got company that appeared out of nowhere.

"What the…? INCOMING!" Past Rattrap yelped to alarm those of what was coming at them next…

The Axelon was being bombarded by purple energy blast from the other spaceship that was above them.

"It's an enemy Battleship!" Past K-9 reported what was attacking them out of nowhere.

"Return Fire!" Optimus Primal instructed those to attack back.

"Shields are up, but they won't last long, Optimus. Engines are offline." Past Rhinox alerted Optimus of their critical situation on defense.

"Why are they attacking us?" Past Cheetor asked why that ship started to attack them out of nowhere.

"Geez, kid! Why d'ya think? Maybe because they're PREDS?" Past Rattrap remarked in knowing that's how Predacons usually behave.

The Axelon opened it's surface compartments to bring out their guns. Soon it was firing back, but it did not have enough firepower against the enemy ship.

"Shields are down to twenty percent." Past Rhinox inform the crew on how much their shields were able to hold out for.

"Urrrgh! We just got hit by another heavy impact!" Past Armordillo yelped as he reported their ship's condition.

"Why YOU…" Past Rattrap was on gun point, trying to hit the enemy ship hard as best he can.

The Axelon looks to have taken some heavy beatings from flames escaping on the outside to extinguish with zero oxygen in space. But the enemy ship was seen coming around for another round. Even inside the Command Center, smoke was seen, wires disable from the walls, it was a real mess as the ship was on red alert.

"Damage report." Optimus Primal asked of what the damage was to their ship.

"Shields are down. Energon flow system is locked up. No power to the engines." Past Rhinox alerted as he was seen trying to fix areas that were broken to get back online.

"Without the shields, we're unable to withstand anymore hits." Past K-9 reported how critical things were looking.

"They're coming around again! Another pass like that and we're done for!" Past Cheetor alerted that the enemy was coming around for a final attack.

"Can you fix it?" Optimus Primal asked if they can still make it.

"Not before we get blasted to vapor." Past Rhinox remarked to say by the limited time needed, it be too late.

"They got us in a tight trap, only a miracle can save us now." Past Armordillo regretfully stated how they need a miracle to survive this.

"Incoming Transmission! It's a Maximal Signal!" Past Cheetor suddenly put on a smile in announcing some fair share of good news.

Then cutting in to show up behind the enemy ship, was the same Maximal ship that took off earlier with Unit 2 and Wing Saber.

" _Attention Maximal Ship, this is Maximal Interceptor Chromia 10. Looks like you could use some help._ " Wing Saber spoke on the com-link, letting the Axelon Crew know of their presence and here to help out.

"Well That's Just Prime, C-10. Glad you showed up." Optimus smiled in being glad for the sudden appearance of help.

Now a new event was beginning as the Chromia 10 was shielding the Axelon from the Predacon Duos' ship to keep it at bay.

"They're using their shield to shield us from the enemy's firepower." Past K-9 reported the situation, their allies are protecting them by taking a few hits.

"Get those engines online! We've still got a job to do, Maximals!" Optimus Primal gave the order as they need to fix this ship and continue on course on their given objective.

"I love this part." Wing Saber smiled from how they are gonna really liven things up.

"Sand Scatter Away!" Unit 2 issued forth as they prepare to deal with the enemy vessel.

"Where did THEY come from?!" Buzzsaw complained in seeing an unexpected encounter appeared.

"It does not matter, we must get rid of all of them." Laserbeak remarked that it changes nothing of who they must attack.

It was becoming a new battle as the shots were canceled. Now the Chromia 10 was bracing it out against the Predacon Battleship that was hammering down on it instead.

"Whoa! That ship's tougher than it looks." Wing Saber exclaimed in seeing the enemy's ship was a lot tougher from the firepower it was dishing out on her ship.

"Are the weapons still online? Can we help them?" Optimus Primal asked in wanting an update to help provide backup for the other Maximal Ship endanger.

"I can't get a bead on 'em until the Big Rhinoceros gets us back up!" Past Rattrap complained that they need things to first start running, or he can't fire back.

"Lets all pitch in, patch up what we can!" Armordillo issued as he helped place any equipment that popped out back in place to help get their ship running.

The battle continued as the Chromia 10 was firing it's own energy attacks against the Predacon Battleship, but the difference was gonna be made clear…

"This is getting interesting!" Laserbeak exclaimed in seeing how the new target will handle this.

Without warning, a major attack impacted the Chromia 10 near Unit 2's position…

"HULLBREAAA!" Unit 2 yelled out as a bright flash occurred on their side.

Suddenly the battle was shifting as the Axelon tried to fire shots, but miss the Predacon Battleship. But the Chromia 10 was seriously in major bad shape while continuing to be bombarded savagely.

"Missiles locked. It's the end for you my FRIENDS." Buzzsaw issued as they are about to open fire.

"Maximal Ship, I just lost half my controls. Feel Free to jump in any time." Wing Saber alerted the other ship, as they will not last a moment longer from all the damage.

"They aren't gonna last much longer." Past K-9 reported their allies need help, or they are done for.

"Engines online!" Past Rhinox issued to say in having smile for a break through.

At the moment, the Axelon's engines ignited to turn it's self around while the battle continued.

"Any time, Maximal Ship!" Wing Saber shouted as she was barely holding on while Unit 2 was offline from being damaged by the enemy ship's attack.

"Targeting…" Past Rattrap issued to say in trying to lock on…

"SPKOW!" Then the Axelon fired it's strongest gun fire from the front directly at the enemy ship's center, causing it to explode while breaking apart on the scene.

"N…." Laserbeak tried to scream until he and Buzzsaw were engulf by the explosion fire: appearing to have perish…

"Ha! How do you like the taste of THAT Preds!" Past Rattrap grip his fist to smack talk in having shown them Predacons who's boss.

"How's that Maximal Ship?" Optimus Primal asked on the condition of the other ship that protected them.

"Not good, Big Bot. I've got two Maximal signals, but they're faint, and their reactor is unstable." Past Cheetor grimly inform his commander that thought alive, unless treated it will get worse.

"Not enough time to repair them then…suggestions?" Optimus Primal stated on viewing a problem before asking for another solution.

"Hrm, we do have a few blank Protoforms in the cargo hold." Past Rhinox hums to himself before opening on a topic discussion on blank Protoforms that don't have Sparks. "I could perform a remote Spark core transfer into two of the Protoform bodies but my equipment is not properly set up for that type of procedure. They could lose much if not all of their core mainframe." He suggested what can be done to save the bots, but without proper tools, they may not even recall much of their own persona that and memory.

"If it is our only choice then do it. We've still got a mission to complete." Optimus Primal firmly acknowledged for the treatment while focusing on their main objective of the mission.

"We'll go get them aboard." Past K-9 insisted as he and Past Armordillo left the command center to go retrieve the bots in need.

" _ **That was how it was likely the moment that Wing Saber and Unit 2 were still themselves, we saved them and they were reactivated as Airazor and Tigatron. But we were not done, we still had to find Megatron's ship…**_ " Optimus' narration was firm in having explained how they gain new allies, and what they did next afterwards…

* * *

 **ELSEWHERE,**

 **A HALF A MEGA CYCLE LATER**

" _ **While Optimus had his own issues, it would not be long until our ships would encounter another. But during which, Megatron was already trying to decode the data.**_ " Dinobot's narration spoke of what other events were taking place at this very moment.

The scene now shows within the Darksyde, where Past Tarantulas was using a communication system.

"I have begun analyzing the Disk. It has some most interesting properties." Past Tarantulas reported his findings on what he's learn.

"Excellent work! What have you learned?" A voice on the channel line responded with interest.

"I will transmit more data later. I need more time for research." Past Tarantulas explained that such measures need more time to figure out.

"Beep! Beep!" Suddenly another call signal was coming in.

After Tarantulas ended his first contact call, he was soon seeing a display image of Megatron.

"Yes, Lord Megatron." Past Tarantulas responded in having expected who would be trying to request contact with him.

"Be silent! Do you have the coordinates yet?" Megatron snapped forth in demanding answers for coordinates the Golden Disk provided.

"I do." Past Tarantulas grip his hands to state he has what they want.

"Good. Bring them and the Golden Disk back up to the bridge." Megatron firmly explained in wanting assurance that all things are kept in tact.

The scene opens top shows the bridge were the other Predacons were at their stations.

"Ohhhh…we not only got zzzhip, but a little extra goodies!" Past Waspinator

"Ah yes, two Stasis Pods you….acquired during the time you were delayed to pick us up. But all is forgiven, I'm in a good mood. I have many trophies to bask in for my greatness." Megatron exclaimed from seeing the two pods nearby, and near one area was the Key's Pod.

Now Megatron taps his chestplate which caused some steam to escape from released components. This caused some outer armor to be removed to reveal Megatron's actual robotic body.

"RRAWK! A Maximal Ship! It's Closing on us!" Past Terrorsaur alerted Megatron in having detected a Maximal ship was approaching them.

"Excellent. Just in time for their Destruction." Megatron exclaimed in having heard this, what better way to announce the end then with an audience. "Prepare for Transwarp Jump." He instructed those to begin jumping through Transwarp space.

"WHAT? I refuse to flee again! This is a Battle Ship. We should destroy them!" Past Dinobot protest in wanting to fight then to flea like before.

"I Said, Prepare For Transwarp Jump. NOW!" Megatron snapped off as he whack Past Dinobot away with his fist for refusing his order. "And hail the Maximal Ship. I want to welcome them. Yes…" He ordered in wishing to speak to those that want to follow after him.

Back on the Axelon, the scene focuses on the Command Center. After much time trying to fix repairs from the last battle, things were working properly, and all crew members were at their stations.

"The Predacons are straight ahead. I think they've seen us coming though. Sorry Optimus." Past Rhinox regretfully inform their commander on their course that may have alerted the enemy of their coming.

"Great, you guys got the bridge back up and running just in time for us to get blasted again." Past Rattrap remotely states in seeing they just got things fixed up, only to get it messed up when going into another battle.

"At least this time, we're gonna try to be more ready." Past K-9 inform the bot that before they were caught off guard.

"Incoming Signal, Big Bot." Past Cheetor alerted their commander on getting a signal trying to contact them.

"The Maximal High Council again?" Optimus Primal asked, thinking it was the Council trying to contact them.

"It's a coded signal. I think it's coming from the PRED Ship." Past Cheetor expressed some caution in where the signal originates from, the enemy ship it's self.

"Put it on screen." Optimus Primal firmly issued that he wants the signal to connect; knowing it couldn't be helped.

Then appearing on screen was none other then Megatron himself.

"Greetings Maximals." Megatron spoke forth in addressing to those before him. "Allow me to introduce myself. I am Megatron, LEADER of the Predacons." He smiles while announcing just who he was to the Maximals of the Axelon.

"Leader?" Past Rattrap responded with a raised eyebrow, finding that hard to swallow.

"Looks like someone is trying to react history?" Armordillo remotely stated in thinking, this is almost like the events from the Autobots and the Decepticons which spark the Great War.

"Megatron, by the Order of the Maximal High Council, you are commanded to shut down your engines and surrender the artifacts you stole." Optimus Primal cross his arms to order that Megatron give himself up and return what he has stolen.

"Stole? Oh dear, there's been a misunderstanding, yes…" Megatron responded to say as he held the Golden Disk in his hand, finding the accusations a bit much…

"Jump iszz ready, Megatron." Past Waspinator inform Megatron that they are ready to go at any time.

"In fact, my dear lieutenant here will be happy to discuss our true intentions." Megatron reluctant states as we see Past Dinobot near some controls.

"FIRING!" Past Dinobot made a sly smile as he announced this action.

Suddenly the Darksyde opens fire at the Axelon as it was taking a few blast impacts on the left surface.

"Execute Jump Now." Megatron points to Past Waspinator to order their escape route.

Suddenly a warp was opening within space, a blue vortex spiraling as the Predacon ship was heading for it.

"They're Jumping!" Past Rhinox alerted everyone of what was happening.

"Optimus, your orders?" K-9 asked what their commander wants them to do.

"Full Power to forward thrusters. Follow them!" Optimus Primal gave the order for them to go after the enemy.

"But we don't know where it might lead?" Past Armordillo remarked in thinking they might not know where the enemy is going, Transwarp technology could take them to any place or any time, etc.

"We have to risk it…they have the Golden Disk, and worse…the Key! We have to pursue them!" Optimus Primal gave the firm orders to have their ship follow after the enemy.

"Everyone hold on! We're going in hot!" Past Rhinox issued to brace for this type of rough travel.

"Oh man. This is it…" Past Rattrap gasped in fearing what was gonna happen next… "We're all gonna die." He made his statement on the last moment…

Soon the transwarp began to close on the spot, taking with it those that would go towards another world entirely…

* * *

 **THE PRESENT**

"And that…is how things happened. You all should put together what happen after." Optimus Primal was seen concluding the story about events that happen when they left Cybertron.

"Hmmmm, indeed they would. After exiting the jump, both ships were damage to fall on this planet, and were unactive for many years." Dinobot nods lightly that the children already know events that happen when both sides crashed on this planet.

The children had all listen from the beginning to the end, and many of them were just so lost. There was much about things that went on that they no one ever knew. How a plot to steal the disk and Aelita was done before taken over by Megatron himself, to how Optimus' group came to be.

"Man, if that story was any crazier, I never believe it?" Odd shake his head from feeling a total mind blown moment.

"Who knew that so many things happened all at once, it's amazing." William comments in thinking that story was just way out there.

"What's more amazing, is that when you shot down the Predacon's ship, they stored Aelita's pod elsewhere that it fell out and survived just like the rest of you." Yumi pointed out something that when the Maximals brought down Megatron's ship, they ended up allowing Aelita's pod to escape Pred custody.

"Oh brother, hearing that Aelita was an important key during a battle from so long ago, and then was stuck on our world for even more years rivaling dinosaurs. Just how long has she lived?" Sissi signed in feeling like too many years went by that some think it was decades or centuries ago or beyond.

"I couldn't even imagine the stories she can tell us." Tamiya commented with a smile about so many stories they can hear about.

"This could be the scope to end all scopes if Aelita could tell us anything." Amelia smiled in thinking the same thing, as young journalist, they have to learn all they can.

"I'm sorry, but I don't have much of any members during the Great War…only vague images of events and those involved." Aelita shook her head to sadly inform the younger ones about her memory unable to recall things.

"Like Starscream and Grimlock?" Johnny raised an eyebrow to mention certain names from way back.

"Too bad Grimlock doesn't recall much. The same happened to Tigatron and Airazor, right?" Hiroki scratch his head puzzled that even though Grimlock knew Aelita, he doesn't remember too many things.

"Affirmative. With the exceptions of few who underwent this, Spark transplants could result in temporary or full lose of identity. For those much older, they may forget things. That's why proper tools are needed in such situations." Artemis pointed out in thinking about how such a procedure effects those if the proper tools aren't used.

"So then, the only one who has the information about the Golden Disk and Aelita as the Key…is Megatron?" Jeremie stated in thinking back to know who has more knowledge about the artifacts from Cybertron, their enemy. "Well…how can we make sure he doesn't use what he learns for anything harmful? Like when he had the Alien Disk?" He asked in recalling the time Megatron used an alien weapon for his own nefarious schemes.

"Hmmm…I recall Megatron saying I somehow destroyed his backup data on the Golden Disk? It's possible that he needs more time to decode it's secrets?" Dinobot hums his chin to ponder a thought that was concerning over that issue.

"Well, that's at least some good news. If the data also had clues about the Key, it may set him back a bit." Optimus lightly nodded to see the positive side to a situation.

"Beep-Beep!/Command Center, do you read?" Cheetor's voice was heard contacting the base on the com-link.

"We're here. What's the report?" Sissi tap on a button as everyone listened in.

"We learn that Protoform X has indeed join Megatron's group. It's safe to confirm where he'll be from now on." Cheetor's voice issued some cautious concerns involving the whereabouts of the dangerous Protoform X: he's join up with the Predacons.

"Yo! This is Delta Squad, we think we learn about more pods in our area that may have come online as Fuzors. And boy, we could sure use some backup here." Rattrap's voice was heard on the com-link while sounding a bit worrisome on what to report.

"Alright, we'll be there soon." Optimus inform Rattrap's party that those at the base shall provide assistance.

"Well, I guess it's back to monitor duty again for us…" Ulrich shrug off to simply say in what they will be doing.

"Right…let us know how things turn out." William lightly nodded in getting the picture.

"Hmmmm….perhaps not so?" Dinobot lightly taps his chin to think for a moment about this.

"What do you mean?" Odd raised an eyebrow, not following what Dinobot was saying.

"If Megatron has secured such a new soldier, one who is harder to damage then most. Then we need to act quicker to balance the scales. Or risk losing for being….too overly cautious." Dinobot exclaimed to mention how they must "Optimus, with your permission, we should let those here continue to experience battle, to better hone their skills." He insisted that those that can adapt to fighting, be allow to continue to aid them in coming missions.

"But some of us can't fight? I know Yumi wouldn't want Hiroki and his friends anywhere near danger." Jeremie protest in knowing 4 members here are way too young.

"Then we'll provide radio contact, we have been learning for a while." Hiroki suggested what he and his group consisting of Johnny, Amelia and Tamiya can provide from the base.

"Yeah, but Sissi and me aren't like the others with powers, and…" Jeremie was trying to speak reason here, but…

"It's okay Jeremie, we can each look out for each other. But right now…we have to do what we can, right?" Aelita smiled to help calm the boy, knowing he's over thinking things.

"She's right, I suppose shielding you from threats won't always produce results." Optimus responded in having overheard enough to come to a firm decision.

"Does this mean…?" Yumi was about to say, but was cut off.

"Yes. You wanted some excitement, well…now's your chance." Optimus issued with a light smile to give the youthful teens their chance to help them out.

The children all looked to one another, few smiles were formed in sounding like Optimus was willing to let those that can handle themselves be ready to partake. Soon the Lyoko Warriors began to assemble from Aelita, Odd, Ulrich, William, Yumi, even Jeremie and Sissi. Artemis would provide aid for Hiroki's group while working the Trans Warp Gate. As everyone else followed Dinobot and Optimus out, the scene fads out from with some mysterious learn, many more are yet to be uncovered during the battle of the Beast Wars…

* * *

 **NOTES:** Some portions of the story has a mixture from 'Theft Of The Golden Disk' and Transformers Timeless Issue 1 title 'The Beast Wars Prequel' chapter. There were a few new additions added in which would make things a bit different.

Many names of intro characters are those identified in Theft Of The Golden Disk. Other names are those familiar from the original Transformers G1 series.

There are others who appear in more then just a special episode. Like Dirge (from Beast Wars II) had a role in a Beast Wars II cartoon, what's to say his appearance in the Golden Disk theft was a prequel before the cartoon, one can't be certain. As for Cyrotek, he was seen in different comics while the most likely connected version would be in the 3H Comics series.

This chapter is probably a more flashback of events long before the events of Season One. But thought it be nice change of paste to surprise many.

Well now, with this chapter done, time to continue how things are going. Next up, certain surprises are coming up. While the children are helping one of the Maximals with a task of unknown Fuzors in the area and any potential pod sighting, a weird reaction occurs that effects Rhinox, even Jeremie and Sissi which forces a separation from their group. And if that wasn't bad enough, Fractyl has done something in bringing two new Predacons on the scene to leave many surprise by their appearance. Even more surprising is why Waspinator is acting stranger then usual? And just what is it that Jeremie's group discovered in their location that is related to when they meant Odd? Just what is about to take place from those separated. Best to stay tune to find out…Till then, enjoy…


	14. Chapter 14: Surprise Encounters

Greetings dear fans, I know many of you have been patiently waiting, now the wait is over. The VISION-KING shall now present an original story chapter with plenty of surprises for many to enjoy. So do look forward to it…

Also I have some sad announcement to make. While I been doing my best, there maybe a time when not a lot of Transformer OCs may appear in Season Two. So I like to announce that any that have not had their appearance yet before the start of 'The Agenda' three-part episodes finale, may appear in Season Three. That is all, thank you all for the request, I've done my best and now in the future some of the OCs not seen or before the finale may get another chance. Till then, just have to wait and see…

* * *

 **Chapter 14: Surprise Encounters**

 **WITHIN THE PRED BASE**

The scene slowly zooms within the Predacon Base, where we focus around the molten lava area. And around the metallic edges, we spot a strange contraption that has a grappler claw hand diving into the lava. While the metal sank inside which caused the lava to splash around, it was not eating away. Then we see a mechanical control set where we see Fractyl in Robot Mode running the said device. The bot was looking at his scanners to determine how many feet deep the grappler claw was going before reaching a bottom level surface.

"Fractyl, what are you up to now?" Then seen approaching Fractyl in Robot Mode were Venomess, Sling, Hyena Quinn, & Toxica

"I'm performing my 776 attempt in trying to salvage anything behind the lava." Fractyl explained as he continued working at his station.

"Whatever for?" Toxica raised an eyebrow in not following this action.

"Oh he's trying to find some bots that during the Quantum Surge, fell into the lava. But it's been so long, they might have been melted for scrap metal?" Venomess pointed off in what Fractyl was doing, but pretty much sees it as a waste of time for all they know.

Then when the device made a negative response, Fractyl signed before re-adjusting the griller to come back up.

"Hugh…another failure…" Fractyl signed in seeing that was another disappointment. "Beginning 777 attempt…" He proclaimed as he had the grappler drop once more into the lava.

"Fractyl, do you even think anyone else cares?" Venomess remarked in thinking this bot is going through all this with no rewards. "To Megatron, we're just soldiers. He wouldn't blink if he lost one or two of us so long as he can get new ones." She pointed out that if they lose any troops on their side, Megatron will just fill in the blanks with new ones & even increase the numbers.

"Hey Venomess that ain't fair! I'm sure Mister M is a great bot once you get to know him." Hyena Quinn smiled in trying to sound a bit more positive.

"I appreciate all of your claims, but at least this is something I can do. I'm not exactly a good Predacon, so…maybe doing something that can be a use for my talents might aid us." Fractyl signed to shake his head while focusing on what he can actually do since many other Predacons don't see him acting like a vicious Pred.

"Yeah, many Preds see the guy as one who lacks the Predacon Mojo." Sling pointed off that Fractyl might be a good bot in the science field of certain things, but being a harden battle warrior ain't one of them.

"If you all could just…" Fractyl was about to dismiss everyone to leave him be when…

"Beep-Beep, Beep-Beep…" Without warning, Fractyl's device began to make loud beeping sounds, as if it has discovered something on the scans.

"Hugh! Could it be?" Fractyl gasped in thinking he just stumble across something. "Preparing extraction!" After checking his instruments, he began to start the next process.

Now everyone

"By The Pits! Are these really…" Sling responded stump in shock if they are seeing what is really there.

"Yes! My scanners confirm it & they are apparently in Stasis-Lock!" Fractyl nodded off in response to the question on what they are seeing. "At last, I found them!" He proclaimed in having found what he's been seeking.

"Oh, and what prey-tell, is going on here?" Another voice was heard before the Preds turn to notice whole was stomping from the dark shadows into the light…Megatron himself.

"Lord Megatron, after endless time & effort, I have good news to bring." Fractyl humbly spoke in having some good news to report. "After searching for any tiny Energon signatures beneath the lava, I found the bodies of those that fell during the Quantum Surge." He explained on having found those that were lost after the events from the Planet Buster's destruction which released the Quantum Surge & made their side lose some numbers.

"Ah excellent, Ye-es-s-s-s…" Megatron smiled in liking the sounds of this very much indeed. "Do they still function?" He firmly asked in wanting those that are still capable of performing active duty.

"A little time in the Restoration Pool & they shall be good as new." Fractyl nodded in confirming those here will be on their feet after some repairs.

"Then begin immediately! One of our troops have found more Fuzors in an area with other possible signs of Stasis Pods. I've already spent much troops securing other territories. The Maximals have their own keeping us from securing more areas under Predacon rule, so more troops are need." Megatron firmly gave the order in wanting those here to be up & running to give them support on another mission at hand. "So when things are ready…send them in to secure those pods!" Megatron gave a stern conclusive order in not wanting anything to stand in their way.

"At once sir." Fractyl nodded in having heard all of this as Megatron turns to leave the scene. "Hugh, already your going into battle, hope you both aren't too sloppy after this whole time?" He signed as he knew things for a Predacon are never over, even when finding those that have not seen action for so long…

The scene focuses to reveal there were two bodies that were completely covered in harden black rocks. But their head frames seem to almost resemble two Predacons who once fell into the lava. There names were known as…Terrorsaur and Scorponok. The scene darkens as what awaits for those here remains to be seen…

* * *

 **ELSEWHERE AT THIS TIME**

 **LOCATION: SLOVENIA**

The location was somewhere in the Slovenia area where there were plenty of trees and mountains all over. There was a castle seen in one spot near a river, but the scene focuses on someplace further from public eyes. Nearby we spotted Rhinox along with other Maximals like Blaze-Wing, Salvage, and Bantor. The bots were watching some suspicious movement in spotting Waspinator leading some new bots: they were all heading for a pod crash site which were embedded in the hill rocks.

"This is Bravo Team, we just located some new active bots on the move! Bad news, the Preds have gotten to them & are heading for some pods that fell near a crash site." Bantor gave a report on having seen Predacon activity on the move here.

"Regroup with the others in the area, try to stop the Predacons from getting those pods." Optimus' voice was heard responding on the com-link.

"We're on it! Over & Out!" Blaze-Wing replied off while signing off on the com-link.

"Hmmm…?" Rhinox was seen looking at his hands as a surge of energy course through the fingers before briefly vanishing.

"You alright Rhinox?" Salvage asked in noticing the big bot seem distracted.

"Well if I'm being honest, lately I been feeling some weird energy spikes? Just a tiny glitch here & there. Nothing to worry about." Rhinox responded in feeling like this was just something that was happening on & off recently.

"Alright, then lets get ready to show them Preds who's boss!" Bantor proclaimed in seeing it's time to partake in this. "Lyoko Team, get those new Fuzors ready! It'll be time to send the enemy packing!" He used a com-link to give instructions to the human children to get the new bots they got into position.

"Roger!" Jeremie's voice responded forth on the com-link in hearing the orders.

The scene soon focuses on where the Stasis Pods were located on a hill where evidence of Energon Cubes are seen within the ground. Approaching the pods apparently was Waspinator, Q-Bee and Buzzclaw who were leading two new bots that were made into the rank of the Predacons.

The first one was what looked like a Transmetal version of a lobster which has an orange theme, along with some magenta color for the limbs and under chest area, and black marks around the claws and top layer of the shell.

The second one was appearing to look like a Transmetal version of an Ankylosaur with light brown underbelly and spikes, and dark red top metallic fur coating, a spiky sphere tail, and has dark glowing red eyeballs with yellow color eyes.

"Hah-Hah! Soon we will obtain more into our Predacon unit! And I, Buzzclaw, shall obtain glory!" Buzzclaw was seen boasting about achievements he believed to be all on his own.

"Oh yeah! Score us them pods, and my new high score in Stasis Pod snatching will be known. The name Bisk will be known by all!" The Transmetal lobster who called himself Bisk issued in sounding like an excited guy who enjoys things as if it were a video game, and as a player wants to obtain rewards and high scores.

"Eh, don't matter to me." The Transmetal Ankylosaur one shrug off in sounding slightly not interested.

"Then what does Scowl think?" Q-Bee asked curiously about the addressed new bot of his own interest.

"I wanna find me something to wreck! That's my calling!" The Transmetal Ankylosaur named Scowl issued with a sly grin in being a brutal bot that likes to wreck things, especially when he slam his tail to break a nearby boulder just for the fun of it.

"Megatron wantz podzzzzz, zzzzo we must zzzzzecure!" Waspinator instructed those on what they must do to secure the next prize ahead.

"Hold it right there!" The Predacons turn in noticing that those calling out to them zipped to stop between the enemy & the pods on their Over-Vehicles and the Mountain Crawler V. "Sorry, but those don't belong to you." Odd smirked in remarking that the pods are not Predacon Property.

"Hugh, who are these squashy creatures?" Scowl raised an eyebrow in seeing the Lyoko Warriors.

"The pesky human children and the Key aiding the Maximals!" Buzzclaw remarked in seeing the children that have gotten in the way a few times before. "YOU DARE THINK TO CHALLENGE US ALONE!" He shouted out loud, thinking the human children are mad to fight without any Maximal backup.

"Who said we were alone?" Yumi issued that they are not actually alone.

That's when Rhinox's group of him, Blaze-Wing, Salvage, and Bantor showed up to leap from a tall hill to land beside the human children in Robot Mode with their weapons out.

"Waaaahhh….Humanzzz…An Maximalzzzzz?" Waspinator responded in seeing both Maximals & the Lyoko Warriors all together in this surprise attack.

"Alright fellas, you wanna be helpful, then you know what to do!" Buzzclaw stared at the new guys in ordering them to help in dealing with the enemies.

"Oh yeah! Time for a Bonus Level! Bisk – TERRORIZE!" Bisk sounded excited before shouting forth his activation code.

While clipping his claws, Bisk soon transforms from Beast Mode to Robot Mode. The metal lobster body shifts in which the upper body splits in half downwards with the tail fins becoming the knee to boots feature. The lobster head splits down while the arms and claws become the natural robot arms and hands. The back top portion of the body was still the metal lobster shell with a tiny split at the body to look like the tail. The head was shaped like a lobster with two feelers under the chin and antenna acting like horns on the forehead. The center metallic face was silver and had light blue optic eyes, it almost looked like a lobster face on a humanoid body.

"Finally, now this is more my style. Scowl – TERRORIZE!" Scowl issued in liking this as he too announced his activation code on the spot.

Making a loud dino battle cry, Scowl transforms from Beast Mode to Robot Mode. He transforms into a humanoid exoskeleton version of it's Beast Mode. The front legs act as the arms and the hind legs adjust to become the legs. The beast head sinks down into the chest-plate area, the tail detracts onto the back area. The helmet forms a large horn on the forehead area, the metallic face is gray light brown color with a rugged tough look and beady read optic with yellow pupil color eyes.

"Wow, and here I thought they couldn't be any uglier?" Odd remarked in seeing how ugly these new Preds are.

"Here they come! Maximals, open fire!" Rhinox issued the order for everyone to attack.

The Maximals began opening fire while the new Predacons began to attack with their own abilities. So far when it came to Scowl, he was basically seen as a brutal bot that likes to swing heavy weapons to smack targets aside as Bantor block to stop while receiving half damage. And then there was Bisk who fired energy blasters from his claws while he was moving & dancing like some excited party fool in making it harder to hit him. Heck while scowl was easy to watch out for his attacks, Bisk was treating the battle like a gamer playing a game.

"Bash!/GYaaahh!?" William yelped when Bisk bashed his claw fist against the guy's broadsword that knock him across the ground.

"Oh yeah! Three More bots, And I'll Beat My Record!" Bisk cheered as he was dancing around being all happy in announcing his score.

"Hate to disappoint you, but Odd isn't a bot, he's a living being." Ulrich remarked to disappoint the enemy that points don't count if what Bisk hit was a human, not a Maximal.

"So, I can still tie for my record?" Bisk rolled his eyes to slyly state about keeping score to a way he likes it.

"Quit playing around, these squashy things don't stand a chance!" Scowl snapped as he was seen wielding his tail mace to squash any of the Lyoko Warriors that dodged.

"Hey! Who you calling Squashy, ugly!" Odd remarked off at being insulted.

"Oh I'll enoy pounding this scrawny thing to the ground!" Scowl remarked in smirking at seeing such a tiny thing get squash good.

"I'm SVELTE!" Odd yelled out in hating to remind folks of not being scrawny.

"Hyeeh-Yah!" Yumi was seen tossing her fan blades that made Scowl use his weapon to block the shots in defense.

"Jeremie, secure the pods! We got this!" Aelita inform Jeremie and Sissi in the dune buggy to go while the others provide support to the Maximals.

"Alright, come on Sissi! We'll use the Mountain Crawler V to haul them out!" Jeremie nodded in hearing this before getting to work.

Those that were not battling drove the dune buggy over with it's back hauler to prepare in scoping the pods aboard. But the enemy soon took notice of this action while still dealing with the Maximal & Meta-Human allies.

"GYAAAAH! They're making off with our PRIZE!" Buzzclaw yelped in seeing this while evading Blaze-Wing's attacks in the air. "Who was suppose to be taking charge?" He yelled out in who was in command.

"Waspinator in charge, so what do?" Q-Bee asked the question as she watch out for Salvage's long range attacks in the air.

"Wazzpinator know! Predaconzzz…Ahhh…" Waspinator was about to give the order to attack the enemies stealing the pods when…. "BRizzitrizzzvhmm…/Brugrugruaaarrrghh!?" Without warning, his body was shorting out from an unknown white energy relapse.

"Hey! What gives?" Salvage raised an eyebrow in seeing one of the Predacons is acting weird, well weirder then normal out of nowhere. "Hugh…" Then he noticed the Energon Cubes were changing colors, from blue to…a strange purple-magenta type of coloring. "The Energon Field, something is making it radiate unnaturally?"

"Deeehh-DRAAaughh!?" Waspinator was twitching all over, as he felt himself unable to withstand what was happening to him as he came crashing down on the ground.

"Well there's something knew you don't see?" Blaze-Wing raised an eyebrow in thinking this was weird.

"For now lets focus on what's ahead of us!" Yumi pointed out to not worry about the little things as she used her telekinetic powers to throw levitated rocks at the Preds.

"Right, now things are almost even!" Ulrich stated as he used his Super Sprint to spin around evading hits while slashing some Predacons.

"BRrizizzvhmmm…./GRAAAAaugh!?" Just then without warning, Rhinox stop attacking as his entire body was shorting out with weird white energy relapse too.

"Rhinox!?" Aelita called out from her Creation to make barriers in seeing their friend reacting strangely.

"It's happening to Rhinox too? Why?" Salvage raised an eyebrow in not understanding what's happening.

"I'm not sure, but judging those that are showing strange signs, it looks like Transformers without a Transmetal body are reacting?" Bantor pointed off in noticing that only bots that aren't Transmetals are effected.

Just as things were not weird enough, as Jeremie & Sissi loaded the last pod on the haul cart, the children clutch their stomachs. They felt pain, as if something was unsettling inside them.

"Ugh….my stomach? Ow…" Sissi groans from feeling pain like she never felt before.

"Ugh…what's going on…Ugh…?" Jeremie groans in feeling like this sudden pain, it's happening at a terrible time.

The actions of the two children feeling unwell would alert the other Lyoko Warriors while keeping the Preds occupied.

"Wait, guys over there!" William pointed in seeing something was wrong with their pals.

"Sissi & Einstein, what's wrong? Stomach problems?" Odd called out while evading Buzzclaw from attacking him on his OverBoard.

"Ugh…guys, the radiation levels…it's not just Transformers?" Jeremie groans as he looked at his scanning device that picked up unusual readings. "Anyone who might not have been changed, is experiencing an unknown radiation outbreak? The Energon…something is making the energy output become unstable, any reaction could…ugh…" The boy couldn't handle it anymore as he lost consciousness followed by Sissi.

During the fainting, a hand drop on a lever that let the Mountain Crawler V roll off down the hill. The others notice this but also saw that because the dune buggy wasn't steering carefully, it bang or rolled over the Energon Cubes, the slightest reaction caused more vibration waves to slightly shake the area.

"I sense it...the energy is unknown, but at this rate there's no telling how dangerous it'll be?" Aelita alert those that she could sense the Energon was not normal, one wrong move could spell disaster.

"We have to call off the battle, none of us are safe here!" Bantor issued that they shouldn't fight when the Energon is at such an unpredictable unstable rate.

"Says you!" Scowl remarked in not backing down.

The Predacons saw Scowl swing to toss his tail hammer weapon off which it missed the Maximals. But instead broke one of the cubes, causing a chain reaction as the entire area makes the eerie sound which leads to one thing: an Explosion of massive proportion.

"OH NO! A CHAIN REACTION IS STARTING!" Blaze-Wing shouted in seeing something bad was happening here.

"GET THE PODS AWAY FROM HERE! DON'T LET THE BLAST DESTROY THE PROTOFORMS!" Salvage shouted to warn those to get those near the igniting energy away before it blows.

Everyone was worried before immediately trying to run while carrying the bots that were still glowing white. The Maximals tried to reach for Jeremie's side with the pods. And the Predacons tried to escape the blast while only Q-Bee went back for Waspinator. But the Energon Cube field made a final reaction before a large purple-pink blast wave of energy erupted in a large explosion. The force impacted many while destroying the ground terrain, everything faded out from there.

* * *

 **MEANWHILE LATER ON**

 **BACK AT THE MAXIMAL BASE**

The scene opens to show within the Axelon Base, Optimus Primal approach those in the Command Center. The ones on duty were Rattrap, Cheetor, Aquarius, Longrack, and Armordillo. The scanners displayed Rhinox's group of Maximals from the symbol icon. But then without warning, a static feedback caused the Maximal icon to vanish.

"What happened?" Optimus approach in wanting to know what happened to the group that was scouting for pod sightings.

"A radiation of unstable Energon mixed with something unknown which caused an unstable reaction. The entire area became unstable before breaking apart. We've lost contact with Rhinox and Jeremie's group?" Longrack studied the situation to report the manner of his findings, which were not good.

"Oh man, unstable radiated Energon, don't that just say catastrophe!?" Rattrap moans to complain in knowing that can't be anything but trouble.

"Can we get in contact with any of them?" Optimus asked in hoping they can reach those in trouble.

"We're trying, but there's too much Energon interference. It'll take time." Armordillo shook his head to sadly mention the signal isn't gonna get through for a while.

"Then call for backup to search the area. Are there any Maximals close by?" Optimus firmly gave the order in what needs to be done, and find those close enough to help.

"Already on it. Dinobot's group is nearby." Aquarius reported that the only ones near were Dinobot's unit.

"Whatever's going on, hopefully everyone makes it through. And that we didn't lose too many pods in that area." Optimus signed in hoping that things can look a little on the bright side.

"Well as soon as this interference passes, scans should work again." Rattrap shrug off to slightly mention that they will get results, in a little while.

"We'll continue to monitor the area for any changes, Optimus." Armordillo reported to tell their commander this to boast some hope.

"Should we contact anyone else to investigate?" Longrack request if they should get anyone else to help in the search.

"No, they have their own missions. Lets just hope the team with Dinobot can handle things." Optimus firmly decline that knowing other Maximals are dealing with task as important, so they must settle this themselves.

"No sweet Big Bot, our guys are sure to make it out." Cheetor smiled in trying to remain confident of the manner.

"I just pray for that too Cheetor, I truly hope so." Optimus lightly nods in hoping the young cadet is not wrong there.

Everyone was feeling slightly on edge here, but they have to hope that everyone is alright and the rescue team is on the job.

* * *

 **MEANWHILE**

 **IN AN UNDERGROUND CAVERN**

The scene slowly begins brightening the area of what appears to be an underground cave filled with large paths and small flows of river waters. We soon spot the members of the Lyoko Warriors scattered around on the dirt surface shore away from the river. There was Aelita, Odd, Ulrich, William and Yumi all lying in an unconscious state. But slowly, the gang began to wake up from regaining their senses.

"Ugh, what happened?" Yumi groans from rubbing her aching head.

"Looks like that unstable Energon caused some sort of explosive force that knock us out temporally." William stated a good guess in what happened to them.

"And looks like we fell a few feet underground? Must have been a tunnel below us the whole time & got swept by the river?" Ulrich looked up to see they are in a cave & they were traveled deep into this underground palce.

"Well on a side note. I think some enemies got blown away then fall down to join us?" Odd smiled in trying to stay a bit positive despite where they ended up.

"Except it's hard saying if it's good or bad if we're trap down here?" Yumi pointed off in knowing their situation isn't the plus side they were hoping for.

"If that explosion caused us to be separated, then it's also possible that the enemy fell down here as well." Ulrich firmly stated in looking at the logical view that their enemies may have fallen into this underground place as well.

"I don't see Jeremie or Sissi, we have to find them!" Aelita stated in seeing two of their human friends are nowhere in sight.

"Looks like we can't go out the way we came in? Unless we want the whole roof collapsing on us or example this if any tourist or security guards show up?" Odd raised an eyebrow in noticing that the way they came in, might be harder to go through to get out.

"Urgh…." Then the children stop talking when they heard a voice, coming from a nearby pile of fallen debris that drifted and stopped within the motion of the river.

"Hugh! It's Rhinox!?" Aelita gasped in recognizing that voice.

"Hang on there big guy, we'll get you out." William called out as he and the others prepared to dig Rhinox from underneath all that rubble.

"NRUAArugh!/POWfruvhmm…" But then Rhinox made a loud roar as he bashed the debris to scatter off himself.

The children shielded themselves from the falling debris before when it stopped, they nearly couldn't believe what was seen. While many know Rhinox, what was seen was like a different version. The Beast Mode features were more like a robotic rhinoceros, but with changes show a bulk-size chest-plate that's a gold-bronze color, a dark bronze bulky-shoulder pads to the arms with yellow fingers, & the same dark-bronze color from the waist & on the knees to the feet that had three yellow toes. The legs were silver-gray like the back-split rhino form on the back with the body split-in-half from the bottom to the rhino head split in two directions of the shoulder pads. Around the stomach was a blue rib coil, & on the left top chest portion was a green light. Lastly was the head that was shape differently as the helmet was gold-bronze with a back silver portion covering the back neck & a line mark over the middle head to the eyebrow location that was a golden-line bar. Under the jaw was a black cord connecting to a cube piece under the chin; as the face was seen as a tan-bronze color with clear white teeth & emerald eyes. This guy looks quite as big & muscular looking like Rhinox is. But then he accidentally drops what looks like the Beast Mode's horn, in the form of a gun-blade.

"Urgh….that was a bit unpleasant?" The bot spoke with Rhinox's voice before seeing the children give him weird looks. "Hmmm…something wrong?" He asked in not knowing what was with the widen eyes and gaping mouths…

"Rh-Rh-Rhinox….you-you-your…" Yumi slowly tried to speak up until…

"Different!?" Ulrich went ahead to say the easiest thing that anyone can follow.

"What the…?" Rhinox finally took notice of what everyone saw from his hands, and then from looking at the river's water that reflected his new imagine. "Is this….me?" Rhinox asked puzzled, almost not believing this was the real deal.

"Looks like just as there are some humans that are late bloomers, I guess Transformers can be too…maybe? Sorta I think?" Odd rubbed his head in trying to figure out that maybe Rhinox was just late in becoming a Transmetal, if that's possible.

"How…he and Dinobot were the only other Transformers that could become Transmetals, but they were in the CR Chambers?" William ponders the thought in remembering the day clearly, when the Quntuam Surge hit the only bots that obtain Transmetal Forms were Cheetor and Rattrap, none of the older Axelon crew or later recruited Maximals got that with the exception of Optimus' second new body.

"Wait, I do remember something? When the Quantum Surge hit us, the chamber that had Rhinox was cracked." Aelita spoke up in having remembered something that was like an overlook matter that happened on that very day. "Maybe some of the alien energy wave did get into Rhinox's circuitry, but it's development speed was different." Aelita explained the basic theory of what could have occurred, but not in a rapid motion on a Transformer's body.

"Hmmm…I have been feeling strange tingling feelings? Not to mention that unstable Energon did effect me? So it might be a lead to what happened to me?" Rhinox held his chin to ponder this all very carefully, so far there is some basic ground work in what could have trigger a late Transmetal reaction if he absorb some of the Quantum Surge even when in a CR Chamber.

"Okay, I'm gonna just cut straight to ask the next important question!" Odd spoke up to cut the discussion short with something on his mind. "If you look different now, wouldn't that mean it's the same for your Beast Mode? Not to mention, you might have gotten a Vehicle Mode too." Odd pointed out in recalling that like Cheetor, Rattrap, even Optimus, their basic Beast Modes got more metallic followed by an additional form for vehicle use.

"Well, guess since we're all here…might as well give it a shot." Rhinox shrug off in seeing no harm in trying to undercover another new mystery. "Beast Mode!" Rhinox spoke forth these very words without delay.

"ROUUARRrughh!" Rhinox let off a rhino roar before he was seen transforming to Beast Mode, except now the action was much different. Appearing like a metal robotic rhinoceros with some blue marks off the shoulder & sides, the same dark-bronze color of rhino feet & horn while he has red clear eyes.

"Woah! An Armored Rhino!" Yumi yelped in seeing Rhinox's new metal look.

"Gotta admit, you do look tougher now." Ulrich smiled a bit to compliment Rhinox.

"We've seen plenty of Vehicle Mode types, but what style could there be for a rhino model?" William scratch his chin in wondering what Vehicle Mode Rhinox obtain now that he's a Transmetal.

"Hmmm…give me a second here…" Rhinox hums a bit before he tries something.

That's when without warning, the rhino mode does an additional transformation on the scene. By folding down skies in the front legs & tank treads in the rear legs; becoming what appears to be a kind of snowmobile.

"Wow…that's sorta….different then what we were expecting?" Odd raised an eyebrow in not having expected this sort of vehicle mode type.

"Well, Rhinox is base on a ground type, maybe this vehicle mode fits the type of a charging rhino…maybe?" Ulrich shrug off in accepting this as it is on what Rhinox can do.

"For now, if we come across rubble, Rhinox can really plow them away with nearly an ease." William smiled in thinking that now Rhinox is much stronger then before.

As the children were complimenting and allowing Rhinox to handle his new change state, Aelita seem distracted.

"Aelita, you okay?" Yumi asked in sensing their pink haired friend had other things on her mind.

"I'm not sure…I'm worried because Jeremie & Sissi aren't here with us? What if they are expose to dangers?" Aelita stated in having a terrible feeling of what's befallen the others.

"Hmmm….give me a moment, maybe I can light up the situation…" Odd smiled in having an idea in what can help them shine some light. "Future Sight!" Odd called out to use his special ability on the spot.

Then Odd's eyes flash before he began to see visions of the future ahead in cloudy blurs. From them he saw where Jeremie & Sissi were located, but that was not all… Another flash showed a mysterious hidden lab where what was seen was a capsule chamber and inside was a figure. Afterwards, everything began to fad out…

"Hugh!?" Odd yelped from his eyes returning to normal now. "Woah, got way more then I bargain for?" He held his head from feeling like that was some experience.

"What is it Odd?" Aelita asked in noticing something really surprised her cousin.

"I saw our pals near an open area in this under ground cavern, but there was something that looked like a lab? And there were…" Odd stopped briefly in trying to recall it clearer before continuing… "Capsule pods, like…The one from before?" When Odd mentioned this, some of the Lyoko Warriors had flashbacks of a similar matching event.

"Wait! You mean like that place Franz Hopper built to save his children & used the energy particles from that Evil Clone version of Aelita to help stabilize you guys." William raised an eyebrow in having remembered that event of how Odd was reborn by the energy used from Aelita's clone which from the energy signature of the Key, could make someone more then human.

"Yeah, maybe this means…" Odd slowly spoke in putting the pieces together for him to follow. "One of my siblings is here?" When the odd boy said this, he truly wondered if after so long, another of his family was near here for him to find.

"Hmmm…if that were true, then we best find them while searching for Jeremie & Sissi?" Rhinox "I hate to imagine if any of the Predacons we saw finds that location with those capsules, it could be disastrous. They could try to reprogram the human mind."

"Can they do that?" Yumi asked in never imagining if the enemy can reprogram a human mind when left in a stasis state.

"I'm not sure, which is why we shouldn't delay." Ulrich remotely cuts the topic short as they best not wait around to find out.

Everyone was in agreement before Rhinox offered to give those a ride on his backside. Aelita took the offer while the others summoned their Over-Vehicles, & began to travel further in the cavern to see where it leads. And hopefully find their missing friends and possibly more…

* * *

 **ABOVE GROUND**

 **SEARCH TEAM IN-PROGRESS**

The scene opens around the area where the unstable radiated Energon Cube Field exploded. It was as if someone set an explosion which took a large chunk off the mountain. Arriving on the scene in Robot Mode was Dinobot followed by those accompanying him: Jackrabbit, Mach Kick, Lynxa, Shellter and Volpex.

"Hmmmm….it seems there was a battle not long ago here?" Dinobot raised an eyebrow in studying the scenery that holds a story.

"No signs of anyone, should we split up?" Jackrabbit scratch her head before suggesting what they should do.

"Best not to, lets just try to scan the area…" Lynxa inform the others of the most best thing they can do at this time.

The Maximals began to search the area for any signs of their friends. Many search high and low, many believed they either got buried or got knock off the mountain's hill. But they must search the area where events happen to find any clues to help uncover the truth.

"Hugh….Hmmm?" Jackrabbit noticed something slightly under rubble to push them aside to find… "Hugh! Hey guys, come take a look what I found!" As she called out to dig more, the others felt curious.

"What did you…" Mach Kick cut his sentence short when he saw a crate cart and what it's cargo was. "Hugh, it's two of the pods that were in the area!? Good job Jackrabbit." He smiled in seeing the little rabbit Maximal found those they were seeking.

"There doesn't appear to be anyone else? Not even a sign of the human children." Shellter stated in noticing that besides the pods, no one else from Rhinox and Jeremie's group were around. "From what we found, it's possible they fell into an underground cavern and divided them into different paths?"

"Well let's not waste too much time. If we got two pods, then let's get some help in the search pronto!" Volpex issued in feeling that the more help they get, the easier things should go.

"Hmmm…" Dinobot felt something as he turn his gaze towards the sky.

Suddenly without warning, energy attacks came from above nearly bombarding the Maximals as they tried to evade and not get hit.

"Enemy attack from above!?" Lynxa sounded out what was happening, Predacon attack most likely.

"Who is it? Who's attacking?" Jackrabbit asked in not knowing who was responsible.

Once the smoke was cleared, two individuals were on the top spot on the mountain above those that were being attacked.

The first bot had a feature like Terrorsaur except with a Transmetal update feature. A mixture of dark red & tan colors on the body were seen of red knees & legs, & portions of the chest right & left sides, tan on the pterodactyl claws for feet, knee-pads, waist, inner exoskeleton along with the arms. Off the arms were turbine fans of a light purple-color,& from the elbow to the hand was the same light-purple, but with three sharp claw emerald fingers while on top of the shoulders were red wing metal-plates. And the front of the chest-plate was the beak of the pterodactyl only it was emerald color around the light-purple center chest. His helmet slightly remain the same shape, but it was more feature, & he had a clearer light red face, clear yellow eyes & white teeth. He even held up two parts of his wings like they were…weapons for melee use?

The second bot had a feature like Scorponok except with his own Transmetal update feature. His body was more semi-organic transmetal in being red along with his scorpion tail moved from his upper-back to his waist area on his behind, his shoulders down to his claws were now tan, but the pincers had crab-claw like grapplers, & his legs were silver metallic with a three-toe feature, plus off the leg side were his scorpion legs. Around the head in back was the scorpion top head to act like a back head-guard, & the actual head had a mid-cone top for the helmet was red along with the face; showing two clear yellow eyes & sharp teeth. The muscular chest had yellow circle crater-size spots on the Beast-Mode feature along with one on the waist-line.

"Hugh!? Who are these two?" Volpex raised an eyebrow in not knowing who it was that attacked them.

"They must be one of the other pods the Predacons reprogrammed that were reported?" Shellter stated in feeling like these bots were those assisting the Predacons and whom Rhinox's group faced.

"No! That's not it…" Lynxa narrow her eyes in feeling something was off here.

"I can't point my finger on it, but…these guys look familiar?" Jackrabbit tap her chin in thinking these new bots looked very familiar to her.

"It…Can't Be?!" Dinobot slowly spoke in having widen eyes at those who's presence took him by surprise. "Grugrugrugruaagh….Terrorsaur and Scorponok!?" He snarls before lashing out the names of those he recognized from Megatron's original crew.

"Hugh!?" Mach Kick yelped when Dinobot said the names of those they haven't heard in a long time. "Wait, you mean those other bots that were apart of Megatron's original crew? I thought you said they were destroyed?" He asked in last remembering when Dinobot went back to the Preds, he learn of the fate of Scorponok and Terrorsaur.

"WRAArrughh! That's what you would have liked, but so sorry…but we're back!" Terrorsaur remarked off with a loud squawk in proclaiming they are back despite the Maximals thinking otherwise.

"We been offline in Stasis-Lock beneath the molten lava, we remember the events. And now that we have return, by Lord Megatron's orders…" Scorponok issued forth in proclaiming this as a loyal trooper for Megatron. "You shall be terminated!" He proclaimed that those here will be finished off…

Without warning, Scorponok opened his claws which fired off new missiles which created stronger explosions that pin the Maximals to find cover. Then Terrorsaur fired one of his new shoulder cannons that caused some new damage to cause rocks to fall and almost hit the Maximals.

"Woah! Is it me, or are these guys tougher then last time?" Mach Kick raised an eyebrow in thinking these guys were never that tough in the past.

"They've become Transmetals now! Of course they are not the same!" Lynxa remarked in seeing those that become Transmetals are much stronger then what the previous types were.

"Long have I wish to serve our master, and now my strength is at the point to match Lord Megatron before the Quantum Surge!" Scorponok proclaimed this as he felt his strength was at the peak of where Megatron once stood before the Quantum Surge.

"WAaaahh!?" Jackrabbit yelped while evading that attack. "Really!? Your happy your strength is only at that level?" Jackrabbit remarked that someone was pleased being at the strength of where Megatron was at before he too got stronger; what's up with that.

"ARRaurghhh! Don't worry little bunny?" Terrorsaur squawks from having heard Jackrabbit's claim about how strong they are. "My power is just as amazing as when I was Super Charge!" He issued to say in preparing to show those here, how much more powerful he's become.

"Boom-Boom, Boom!?" Between new blasters and new claw missiles, Terrorsaur and Scorponok were leveling the mountain to pin the Maximals with no way out.

"This isn't working? They are too unpredictable now that they gotten stronger? We gotta bolt!" Volpex raised an eyebrow in seeing these new bots are troublesome and they need a new plan.

"What about the pods?" Shellter asked in knowing they can't leave the pods expose for the enemy to take.

"I got an idea!" Mach Kick spoke up in having an idea that just might help.

At this moment, the Maximals provided a smokescreen by blasting at the dirt to blind the enemy.

"So they think they can getaway from us & take the pods to keep them safe, do they?" Terrorsaur remarked in seeing what the Maximals were trying to do here.

"Then lets show them what we are made of & prove to Megatron that we are worthy!" Scorponok proclaimed forth in wishing to better show his skills for Megatron.

"BEAST MODE!" The Predacons announced without a second thought.

That's when Terrorsaur began to transform into his Beast Mode, & was now a transmetal image of a light-purple metallic pterodactyl with tan & red mark features, plus the emerald claw hands off the wing edges were much bigger then normal, & his Beast Mode's pterodactyl had red eyes. Then a second transformation occurred as his body transformers a bit more in reconfiguring the wings & revealing VTOL fans, plus the tail section splits open to reveal twin thruster engines, & his talons were move to the back his thrusters.

Then Scorponok was next as he transforms into his Beast Mode, pretty much it was like seeing a red scorpion with a tech-like form with the claws in front, & his scorpion legs spread out. But instead of having an additional form, he seems to have hover fans integrated into his Beast Form which caused him to hover while trying to keep his balance again.

"ARRRrughhh!" Terrorsaur made a squawk sound before he and Scorponok took to the skies in chasing those fleeing the scene.

"No way! They BOTH Can fly?" Jackrabbit shouted out in disbelief in what they are seeing.

"Terrorsaur I was worried he could catch up, but Scorponok's gotten a flight base Vehicle Mode might just turn the battle to their favor."

"Nrrrruagh! Try to active those pods! I will deal with them!" Dinobot snarls before giving order to Shellter to active the pods while the others riding deal with the pursuers.

Now Dinobot tries to fire his Optic Beams while the others in the cart fired using their range weapons. But the flying Predacons were showing they had more ability to dodge, even if one was new to the flying thing. Things were definitely gonna get much harder with stronger enemies showing up…

* * *

 **BACK UNDERGROUND**

 **JEREMIE AND SISSI'S LOCATION**

Slowly the darkness began to fad as someone's eyes began to open. The surroundings told them they were in a place with lots of rocks and a running river, yet sunlight was different. Slowly coming to, they would learn of where they are…

"Ugh…I feel like my head is pounding? Ugh…where…am I…?" Jeremie was heard as he was the one slowly coming to his senses while noticing a different scenery. "Ugh…I gotta get myself straight, come on Jeremie…find your balance?" The boy was struggling to keep himself together, as he still wasn't awake to keep his balance. "Okay…hugh, water…oh thank goodness, maybe this can wake me up." He signed with relief as he was seen approaching where the river water was heard as he approach with hands held out.

Jeremie began to splash his face to remove his sleepiness as he looked at the water. The river water managed to reflect himself, but what Jeremie saw was not his normal self. The boy looked different, wore a blue coat strapped with light-blue images of the sun and moon on one being on the left and the latter being on the right. He has a body-suit that's dark blue, a dark puffed magician's cone shaped, but relaxing backwards hat with light-blue star pattern shapes on it and one small white puff ball at the end! He carries a staff in his right hand, at close looks, it has basic designs up top, round expanding curves with a blue gem in the middle, and a yellow star in the center! On the outside parts and on top have gray diamond shaped items imbedded into the staff! From one's personal opinion, he looks like a wizard or a magician in that outfit to be accurate.

"WAAAAahhh!?" Jeremie yelps to back away on his rear with a shock expression all over his face from what he saw. "Wha-Wha is this? What's happen to me?" Jeremie began to realize he's not at all how he looked before, his clothing has changed followed by a slightly change appearance. "Wait, calm down, gotta think rationally? Focus-focus…You can't let this Phase You!?" The boy tries to keep himself calm and think things through…

But suddenly without warning, Jeremie's hand became intangible as he yelped from slipping on a nearby boulder to rest on. After the boy quickly reacted he moved away with a shock expression never leaving him.

"YIKES! What did I just do?" Jeremie yelped in not knowing what he did, that completely caught him off guard. "Oh boy, now I gotta focus on the subject & try to focus on not doing…whatever it was I did?" The boy was thinking so many steps ahead in what to do, but not to do if that happen again.

"Hmmm….keep it down, would you?" A female voice was heard from a distance which Jeremie recognized.

"Hugh…Sissi?" Jeremie yelped in realizing he wasn't alone, and saw a body figure down the edge of the river that was wash ashore.

"Hmmm, five more minutes daddy…I'll go to school with you later." Sissi was heard moaning as if she was still sleeping in her own place and everything was normal.

"Sissi wake up! Come on now….ugh!?" Jeremie called out as he approach except he yelped to stop inches away.

"Yawn…Jeremie….you know you shouldn't disturb a girl when they sleep?" Sissi was heard complaining as she slowly open her eyes and when the sleepiness faded, she saw the NEW Jeremie look. "Ugh, wait a second, Jeremie…is that you?" Her sleepy eyes woken up more to see just how much Jeremie has changed.

"Yeah, and apparently I'm not the only one with a new look." Jeremie pointed to the river water in stating this simple claim.

"What are you…" Sissi was completely lost before following her gaze to the water.

Now Sissi was looking at the reflective river water, as her sleepy state fully awakens. Only what she saw from what should have been her normal look, was something far beyond what should be normal. Appearing to look like a blue-skinned genie with pointy elf-like ears, but there was some difference because she had…goat horns on her head. She has light blue eyes, brown long hair, and a ruby on her forehead. On her she wore some type of magenta color Arabian clothing of baggy pants and a sleeveless chest cloth while exposing the belly. She had on gold jewelry, a gold arms band, gold wrist band, gold fingers rings, a gold necklace and oval shape gold earrings. The figure and appearance makes one see this one as a sweet and weak girl.

"Huugh…." Sissi gasped in what she saw, as her reflection did the same to prove without a doubt: this was what she looked like. "WAAAAAAaaaahhhhhhhhh!" Then Sissi let off a long scream which made Jeremie cover his ears: man that girl can hit a high pitch or what. "What's this! What's Happen To Me!? Jeremie! Explain!" Then without warning, Sissi grabbed Jeremie before shaking him as if the girl was in a panic state of not knowing what the heck is going on here.

"Easy-easy! Give me time to think after you stop shaking me!?" Jeremie yelps from trying to get free from the girl shaking him like a rag doll.

"Sorry, I'm just so confused?" Sissi lets go after apologizing for that rather rash behavior before slowly absorbing their sudden situation. "Are we just like Ulrich, William, Yumi, Odd & Aelita…have we become Meta-Humans?" Sissi asked in not believing it, that they have changed just as the other members of the human group that became the term Meta-Human beings.

"I think so, it's possible that we're Late-Bloomers?" Jeremie fix himself up to logically speak on how that would explain how they became Meta-Humans, their change occurred after much time passed.

"But why now!? We were hit by that weird energy blast thing, and nothing happen? Only Ulrich, Yumi & William change after a day or so passed!" Sissi protest in remembering that she & Jeremie were the only humans not to have changed after the Quantum Surge, so how are they now Late-Bloomers all so suddenly.

"I'm still trying to process everything, but reality is reality. Now we're just like them." Jeremie confirmed it that in the end, they have to accept what they are, no longer ordinary human beings. "But it seems like unlike the others, our appearances are different?" Jeremie pointed out that unlike the other Lyoko Warriors, their appearance is rather different.

"So…what can you do?" Sissi raised an eyebrow in wondering what Jeremie can do now that he's a Meta-Human.

"Ugh, apparently…" Jeremie then tries to recall what he did by approaching a boulder nearby: then walk through it which made Sissi yelp in shock. "That?" Jeremie was heard as Sissi yelped to find the boy came from a nearby rock behind her.

"You….went through a WALL! HOW?" Sissi protest in not processing all of this at once.

"I'm not 100 percent certain, but maybe it's cause I said a phrase word, & so I remember I said the word: phase. It's a surprising thing to bring the, well… Element to Light?" Jeremie was processing all this information in trying to think how he managed some sort of feat from earlier.

But then without waring Jeremie's staff emitted a bright light that help those in the cavern see better. Both children seem shock by another trick done the so-called Einstein.

"Did you just phrase something again?" Sissi raised an eyebrow in thinking Jeremie did something, and that was unintentional.

"Ugh, looks like it? When I said element & a type, this came?" Jeremie slowly tried to think logically in absorbing to study precisely what feats he managed. "Fascinating? Maybe this getup and my abilities suggest I'm…some kind of wizard magician? At least after seeing the others play so many Medieval games to put the pieces together?" Jeremie was truly bewildered in not believing what it seems he ahs become.

"Gee, back in school folks knew you were a wiz in math & science. Now you might as well be a wizard of war." Sissi rolled her eyes in seeing how Jeremie's new state makes him fit another nickname he was known back in school. "I wonder what my abilities are?" Sissi ponders in wanting to now experience her own new abilities.

Sissi tried to study herself before accidentally making her hands glow which soon fired off a green energy shot that blew up a small boulder. Seeing the smoky remains made the children a bit surprised, cause that was unexpected.

"Okay…didn't expect that?" Sissi slightly felt that this was maybe a bit more then what she was expecting, even on her part.

"Lets just hurry and find where Aelita and the others are." Jeremie suggested this as a means for them to move along. "They might be somewhere here, question is where? It could take us a while to search the whole cavern?" The guy ponders in knowing that searching without any working communication is gonna be extra hard here.

"Hey. Isn't that your dune buggy?" Sissi pointed out in noticing a familiar vehicle which seem to have fallen and got drag along the river like them until it stopped recently.

"Perfect, we can use this to get around this place faster." Jeremie smiled in seeing what can help them out.

After getting into the Mountain Crawler V, Jeremie started the engine before he and Sissi drove off. But as they were moving, they did not notice a pair of insect-like eyes spying on them before vanishing in the dark shadowy corners.

* * *

 **BACK ON TOP**

 **DINOBOT'S UNIT**

The scene shows the Rescue Team still trying to escape pursuit from Terrorsaur and Scorponok. The new and improved Preds were definitely different as they were getting the handle on their Vehicle Mode types of faster travels. Even though one had a jet plane function, the other hovers, but still the Maximals couldn't hit while trying to rely on Mach Kick to pull them on a cart with two Stasis Pods.

"NRRRrrr….WHAT'S TAKING SO LONG!?" Dinobot growls to complain that things are taking too long.

"Hey! You try activating a pod in a high-speed chase!" Volpex remarked that it's not easy to get new pods active in a high speed chase.

"The real problem is finding a life-form, but that isn't gonna be easy. We haven't seen any creatures this whole time?" Shellter stated with a worried look on her face, the Protoforms can't become activated without scanning a new Beast Mode from a wild life which isn't around.

"Yeah! I've giving a lot of horse-power, and all while evading attacks from above!" Mach Kick pointed out how much he's working hard just to keep them from getting hit by running and pulling the others.

"Eep!" Jackrabbit yelped from when Scorponok nearly tried to hover near her as she duck before he chip his claw at her ears. "Talk about cutting things close!? Literally even?" She stated as the Maximals were picking up more speed to getaway.

"Ugh, lets just hope there won't be any other surprises today?" Lynxa groans to roll her eyes in knowing the last thing they want, is unexpected surprises.

"POwfruvhmmm…" Suddenly a rocket was seen fired to land near the path of the Maximals. "BOOM!/GRAAAaughh!?" The Maximals yelped as the explosion knocked them across to scatter, and the two pods collided against some bottom trees.

Then as Terrorsaur and Scorponok landed before transforming to Robot Mode, as they were soon greeted by those that aided them. It was reveal to be Buzzclaw, Bisk and Scowl that were on the scene while having cornered the toppled Maximals.

"Oh yeah! More then a double! More then a triple! I just hit the Big JACKPOT on this Stage!" Bisk issued to say in feeling like dancing, in fact he was dancing with joy in commenting this like a game.

"So you're the bots that were out of action until now, hugh? Well fortunately, we were here to assist you." Buzzclaw smiled in seeing new arrivals show up to give them a bit of a hand.

"Well now, I can tell just by your means of harming the Maximals, who's side your own." Terrorsaur smirk evilly in seeing what kind of new Preds have been running around lately.

"So how's about we get to work on beating these bots and taking these pods as a down payment." Scowl slyly grin in thinking they beat up the Maximals and score themselves the pods as a bonus pay.

"Not so fast, reports mention the Key was on the spot, Megatron wants her as much as the pods. Where is she?" Scorponok held up a claw in stating that Aelita was not among the Maximals and pods so he wants answers.

"Oh, well something happen with the Energon Cube field and….we have no idea where they are?" Buzzclaw sheepishly spoke in feeling embarrassed that things fell apart after a little skirmish like that happened. "But perhaps these fools might know where!?" He smiled in knowing they can get answers from these Maximals.

The Maximals struggled to move before Terrorsaur was seen pointing his new blaster rifle scope at Dinobot as the others aim their weapons for those not to move.

"Okay old comrade, we're gonna be good sports to give you a chance. Where is the Key, and you 'might' just live another day?" Terrorsaur smirked in sounding arrogant to let those live if they rat out where they saw the Key go.

"Grugrugruaagh….even if one knew, do you think me so weak to give in that information." Dinobot snarls before retorting that he would hardly give that info even if he did knew so easily.

"Fair enough, so how's about instead…we reprogram the pods you work so hard to get?" Terrorsaur shrug off in seeing if threats won't work, then they change their target to something else.

"Ugh…tell me you got things ready?" Mach Kick groans under his breath before asking the medical bot if she managed to finish in time.

"I just started the DNA Scan, but no animal life was detected?" Shellter sadly inform those that she did all she could, but without an animal life form, the pods will not begin to activate the new Maximals with their Beast Modes.

"Too bad, now it's over for you!" Scowl remarked as he prepares to beat some Maximals to the ground.

"Oh yeah! GAME OVER!" Bisk cheered as he got his blaster claws ready to fire.

"Oh no! I can't watch?" Jackrabbit yelped to cover her eyes in thinking this was gonna hurt.

" _Life-Form Detected – Beginning DNA Scan Frequency._ " Suddenly one of the male computer voices was heard making this sudden announcement.

That caused the Predacons to turn in noticing that the two Stasis Pods began to have their DNA Scanner devices out, as something was occurring.

"GYAAaahhh! They had them pre-ready!?" Buzzclaw yelped in realizing the Maximals were making sure, the pods would be ready to take new forms before they reprogram them.

Then without warning, the DNA Scan Wave was unleashed from the pods

"What…NO!?" Scorponok yelped in seeing this, this was not part of the plan.

That's when something began to happen that a bright light escape from the open hatches before some new figures were seen coming out of the two pods.

The first coming out soar out into the sky before rotating back to flap it's wings for all to see what came from the pod. A Transmetal version of a Crested Serpent Eagle which had gray silver and black spotted chrome plated feathers, yellow chrome plated talons and beak, and glow optic color eyes.

The second to come out was a land base creature with one thing folks notice, was what came out of a big Stasis Pod, would be a big surprise. A Transmetal Version of a Rhinocerous Beetle with a blue and yellowish-gold chrome plated theme & yellow clear eyes. Another interesting fact, is that this is a really BIG size metallic bug compared to the more average robot in disguise height size.

"Looks like some bots here could use some help?" The Crescent Serpent Eagle spoke forth in noticing the situation of those being pin down by oppressive foes.

"Indeed! Then let us make haste! And show these nays of whom they dare to cross paths with!" The metallic Rhino Beetle spoke with a bit of an Medieval accent of one who would go to battle.

"Right! Wing Saber – Maximize!" The eagle bot spke forth in announcing his name and his activation code now.

The crescent serpent eagle made a loud squawking sound while transforming from Beast Mode to Robot Mode. Now he has transform into a silver exoskeleton frame bot with some of the Beast Mode features mix with it's armor plating. The talons act like the boot-frame, the body shifts as the beast head merges into the chest-plate area with an open beak displaying a blue core lens, and two arms come out with feather razor gauntlets with black hands. The wings appear on the backside in a stretch out position. The helmet is style like a pilot/eagle chrome, the metallic face was tan brown with glowing emerald optic eyes. From appearance alone, the bot displays a theme of an adventurous flier.

"TO BATTLE! BEETLEBORG – MAXIMIZE!" The large rhino beetle bot spoke forth his name and activation code without hesitation and very loudly to boot for effect.

Making a loud beetle-like noise while stomping around, he began to transform from Beast Mode to Robot Mode as well. He soon Transformed into a large blue and yellow exoskeleton with the beetle standing on its hind legs, and the robot legs fold from underneath, while being supported by two jet thrusters on the legs, while the shell opens revealing the robot arms, and the beetle face splits in half, revealing a blue faceplate with purple optics. The helmet is style theme of a beetle's horn, a silver-plated mouth guard, and yellow optic eyes.

"Woah! A bird and a beetle? Now that's really something?" Jackrabbit exclaimed in seeing this was a sight to behold of backup.

"Arrruagh! You don't scare us Maximals!" Terrorsaur squawks in not being scared against such new opponents.

"Predacons! Move In And Attack Them!" Scorponok pointed out in giving the command for the troops to move.

Suddenly things were shifting as all sides were engaging. While the Predacons had numbers, the new Maximals would surprise them with new feats, and one of them was a big bot that could handle a few.

* * *

 **MEANWHILE**

 **RHINOX'S SEARCH TEAM**

The scene shows Rhinox and the other Lyoko Warriors exploring the cavern, trying to find a path that may lead them close to their other missing friends and other things still left to find.

"Any signs of them?" Yumi asked in trying to see if they spotted any clues of their missing friends whereabouts.

"No, and I'm wondering if we're not getting more lost the further deeper we go?" Ulrich stated in noticing that they aren't making much progress while going deeper into unknown territory.

"Odd, are you sureyou got the directions straight?" William raised an eyebrow in hoping the odd boy is leading them in the right direction.

"Hey, just cause my Future Sight pops in suddenly, doesn't mean I don't pay attention to every detail." Odd protest about what he saw happened, he tries to remember all the passing details. "Course, it was sudden so I'm trying not to get us lost?" He muttered under his breath as to not embarrass himself.

"Hmmm?" Rhinox's eyes shifted to something ahead near an open cave tunnel which was cut between a fork path.

"What is it Rhinox?" Aelita asked in seeing something had the Maximals' focus.

"There's someone up ahead, the signature belongs to…" Rhinox slowly spoke as his scan instructions revealed it was… "A Predacon!" He announced the name of who was here.

The group were on edge when learning an enemy was coming forth. And just as Rhinox alerted them, what came first was a Robot Mode of…Q-Bee!?

"Q-Bee? You're here?" Aelita gasped in remembering this Predacon from before as the mention bot turn to notice the others.

"Yes, I accompanied Waspinator before we stumble across a new find." Q-Bee simply nods while admitting something to the group without hesitation.

"A new find?" Yumi raised an eyebrow in not liking the sounds of that.

"You don't suppose they found the capsules that Odd was in, do you?" William whispered to the others in pondering what the enemy referred to.

"Let's try asking her, after all, she's about as less dangerous as Waspinator, right?" Aelita insisted from knowing that since she work on activating Q-Bee, even if she did get a Predacon Locking Chip, she isn't as evil as the other Predacons while just obediently following them.

"Hahahahahh…so you think it'll be that easy, do you runts?" Then a loud macho voice was heard remarking that issue that things are gonna be that easy.

That's when something was heard bashing through the bedrock before making a brutal approach as the dust clouds revealed what was near Q-Bee. A mixture between an Indian Rhinoceros & Bengal Tiger. It's main features are of a white with black stripe Bengal Tiger from the paws, legs, underbelly, tail and head with yellow cat-like eyes. But apparently it has some armor plating from the grey theme Indian Rhinoceros on the top portion of the paws, the outside top area legs, the entire backside, the top covering of the tail length, and lastly on the top covering the head to the cheeks and down the nose where some horn feature was seen. In some hindsight, it almost resembles a type of armor wearing battle tiger for combat.

"What the HECK is that thing?" Yumi asked in not having seen such a strange creature, was it a Fuzor?

"Looks like a cat with some armor, doesn't bold well?" Odd stated in what he can visually see what looks like a typical battle-cat.

"The Preds must have found this Fuzor hiding around here, and judging by his character, looks like he joined up?" William raised an eyebrow in determining just what type of error in personality this Fuzor has that he could become a Predacon.

"Alright, why don't you leave these guys to me! I'm itching to really cut loose!" The new Fuzor issued in sounding cocky to begin fighting without stopping. "Sheer Khan – Terrorize!" The brute spoke forth his activation code on the spot.

Then making a loud tiger-like roar, the guy was seen transforming from Beast Mode to Robot Mode in such a fierce manner. He was transforming into a dark grey theme exoskeleton bot with many of it's matching Beast Mode features. After letting off a tiger roar, the head shifts upwards while the front legs remain to change into more robotic combat armor and the paws expand into boot-theme feature. The hind legs move upwards to form into crescent-chrome shoulder pads. The main body reveals a muscular chest-plate with a dark green orb center. The tail remains attach to a more humanoid rear only now it has a sharp blade at the tip of the end. From the body compartment reveals new arms which come with armored gauntlets with three blades off the top wrist areas of the hands. From the chest pops out a helmet style like a Bengal tiger with red optic cat-like eyes. Followed by a dark grey metallic feature mouth jaw portion matching the beast mode with sharp tiger teeth.

"Okay, that looks freaky…" Odd pointed out that seeing this Sheer Khan guy was freaky, now he's just looking ready to pounce without mercy.

"Rhinox – MAXIMIZE!" Rhinox called forth his activation code now. "ROUUARRrughh!" With a mighty rhino roar, he began to transform back into his Robot Mode. "If you wanna pick a fight, then try me on for size!" He issued to challenge this bot, mono-eh-mono.

"Heh! You ask for it! RARRRughhh!" Sheer Khan smirked in feeling like this won't take long as he lets off a battle cry roar.

Now everyone watches as the new Transmetal Rhinox rushes in to tackle against Sheer Khan as both bulky brutes delivered a fist punch. The sheer force released a tiny shock force that everyone felt. Now both bots continued to collude in a physical contest which was gonna take a while to see who make the next move.

* * *

 **ELSEWHERE**

 **JEREMIE'S SIDE**

The scene opens to show Jeremie & Sissi driving the Mountain crawler V for a while before entering a new area. While it was a spot not many tourist explore, there was a hidden place concealed that after using the dune buggy's grappler function, pulled rubble away to reveal a hidden chamber. Once they entered, they found what looked like an old lab setup which hasn't been used for sometime.

"Jeremie, what is this place?" Sissi asked from not knowing where they ended up in.

"I remember…Franz Hopper had a lab setup in a hidden place where he tried to research ways to save his children. Odd was one of them." Jeremie spoke in having sudden memories of things that remind him of the day they meant Odd and learn about Franz Hopper. "But after Aelita's Clone perish & she became an energy source code, Odd was reborn as a new human being with some new agility." He explained in recalling what helped Odd become what he was that he was not like an average person even before the Quantum Surge.

"Weren't they kind of animal-like?" Sissi raised an eyebrow in remembering what helped Odd out was obtaining abilities of animal-like skills: mostly like a cat.

"Yeah, but here's the thing…Franz Hopper found Odd and other kids but they all didn't live long because of a unforeseen events. He tried many ways before the replicated energy source from the Key filled in the gap." Jeremie explained about the other events that lead to Franz Hopper trying to revive those he lost.

"So if that lab is where Odd was, then do you think Franz Hopper lived here?" Sissi asked another question that puzzled her little mind.

"Not likely, this place looks like he wasn't here in a long while." Jeremie shook his head in noticing the dust gathering all over. "I wish I knew what was even here?" He moans in wishing for some clue to answer his question.

"Wish Granted!" Sissi responded as she clapped her hands which glowed.

Then without warning, the glow energy from Sissi's hands faded before a hidden compartment by the open space walls was shifting. Soon revealing a storage unit system plus what looks like capsule chambers that fit in the tiny hidden space.

"Si-Si-Sissi!? What was that?" Jeremie yelped in not knowing just what happened now.

"I don't know!? I barely have a handle of knowing what I can do as a girl with new skin color and HORNS!" Sissi issued to say while pointing out the fact, she has no idea what she can do and having horns on her head is a real bother.

"Hmmm…now that I think about it, maybe since the others were separated into Classes? Maybe if mine was Wizard, then maybe yours is somewhat…a Djinn." Jeremie took a moment in learning what it was that his class type was, and what Sissi was since neither are human class.

"Ah what?" Sissi raised an eyebrow, not following what her friend said.

"It's kinda like a Genie, more or less?" Jeremie shrug off his shoulders to simply state the term of what word could describe Sissi.

"A genie?! Then, how's about I wish to be normal." Sissi proclaimed, but when nothing occurred, it bothered her. "Nothing happened?" She stated in not sure why she didn't get a wish.

"That's cause you responded to what I wished for. Maybe that's how it works since you cooperated with me." Jeremie pointed out a fact in which might be a genie related subject in how wishes are granted by the cooperated party. "Hmmm…I wish I had more info on what you can do?" He hums to himself before making a little wish that might help them understand something.

"Wish Granted!" Sissi clapped her hands as they glowed again. "Poof!" Then something poof before Jeremie, a chart clip. "Wait! Seriously?" She raised an eyebrow in not believing that really happened.

"Hugh…this does help me understand more of what you can do now Sissi? According to this, you're capable of granting simple wishes." Jeremie read the chart in how Sissi's new ability is something that can grant wishes by a simple term. "But I guess if someone wished for something bigger, it be beyond what your capable of, and you tire out after granting so many of them." Jeremie pointed out there was a limit, only simple wishes and nothing too big, plus granting so many will eventually tire Sissi out.

"Great, like I'm not tired after all that?" Sissi rolled her eyes in feeling this was just not her day to get even a simple wish granted. "Still, what about these things that were hidden?" She raised an eyebrow in noticing what was hidden in the small compartment that was conceal before being wished forth.

"They look like capsule pods? Maybe Odd's siblings are here." Jeremie raised an eyebrow in speculating a theory of what was likely in the hidden away capsules. "Lets hurry and wake them up, maybe they can help us find a way out…" He suggested what can best help them out by waking those that might be friendly like Odd was.

"Found Youzzzzz…." A third voice was heard making a familiar buzz-like response.

Suddenly the children turn to see something coming in through the dark corner, it appears to be a Transmetal bot. The body somewhat displays wasp-like features, but with some differences. The main exoskeleton was very dark transparent-black/green, from legs to waist, to arms, & back along with the head. There were red colors of mechanics from the knee to the two-toe feet, then the blows to the five finger hands, & had extended insect legs from the backside of his tan. There were dark-gray stripe color wasp-bottom with a red stinger point below the emerald-metal frame wings, plus a stretch upwards of the Beast-Mode's chest-plate to be looking like a stylist shoulder point upward pads. The wasp-head chest-plate had tan-color insect eyes, two red antenna off the head facing downwards above the forehead spot, & from the red insect pincer jaws, there was…a model plane's nosecone down the front waist with the same color feature along with a red color marking style, plus an emerald glass of where pilot seats are in the pane controls. The head was seen almost like Waspiantor except different, the antenna on the head were red across like the usual, but the insect-eyes were emerald frames like a pair of pilot goggles, & a yellow mouth guard with triangle downward marks from the middle just near the two side antenna feelers by the cheeks. This new bot had the Predacon logo, and it's appearance and features seem very familiar.

"Hugh, say…is it me, or does that bot kinda reminds you of…" Sissi slowly was starting off to say until she and Jeremie instantly knew who this was…

"Waspinator!?" The children responded in union in having recognized the very bot.

"But wait, how can that be, you look…different? You look like…" Jeremie tried to figure out how, because clearly Waspinator has now become…

"Yezzzzz….Transmetal now? Tehihihi…." Waspinator chuckled with sheer joy in having obtain that which he never had…a Transmetal body. "Wazzpinator not know how it happen, but now Wazzpinator is now better then ever!" He proclaimed in liking his new upgraded and stronger body.

"Yeah, well….just cause you're different doesn't mean we haven't change to!" Sissi protest in not about to lose to probably the least threatening Predacon of the bunch.

"Ohhh…then how's about thizzzz?" Waspinator exclaimed in deciding to do something about that doubt. "Beast Mode!"

Then making a buzzing sound, Waspinator began to change from Robot Mode to Beast Mode, except now it's changed. Waspiantor's Beast Mode appears more like a robotic wasp, even with a two-claw pincer for the front two legs on each side. But that wasn't all, it began to transform again into a different mode. From flipping & folding the wings into a fighter-jet configuration as well as flipping a cockpit/nosecone between his insect-head mandibles, plus the insect legs folded below in different positions from being on the ground to reconfiguring when taking off; truly his features give him what could be like an F-15-like jet mode.

"What the hugh!?" Sissi yelped in what they saw happened.

"He turn into a Jet Plane?" Jeremie raised an eyebrow in not believing what he saw.

Without warning, Waspinator's new speed was demonstrated as he zipped around the room before ram tackling the children into the side of the wall.

"Ohhhh…Wazzpinator like new body?" Waspinator marvel at how his new upgraded body gave him something very nice to use.

"When did he become so fast? I couldn't even follow?" Sissi raised an eyebrow in never having seen Waspinator move like that.

"The only explanation I can think of might be that when he was taken over by Starscream, maybe the delay Quantum Surge in his body slowly started to make him have something from that Decepticon? The trait is almost similar." Jeremie slowly recovered in believing what could explain things, namely the time the Decepticon Starscream possessed the bot, some leftover traits may have been around when the Quantum Surge mutated Waspinator to something they see before them.

"Hmmm…Wazzpinator not know what place is, but Megatron might be pleased." Waspinator studied the area in feeling like this pace could please Megatron for it's use. "Now to take goodiezzz…" He issued in preparing to get what remains here.

The children brace themselves, but then something flew in that slash claw Waspinator backwards to hit the wall.

"Ow!" Waspinator yelped from something that attacked him to slowly get up shaking his head. "Whaaaah!?" He then focused on who the strange attacker was.

Now everyone noticed something landed between the Pred and the children, it looked like a Fuzor type of some kind. A mixture of a Golden Eagle with an Asiatic Lion. The body from the lower rear, long tail & legs were a gold brown fur from an Asiatic Lion, while the upper region had a Golden Eagle portion of brown feather puffy chest & head, bronze color eyes, a yellow beak, had eagle talons on the front paws, plus the edge of the tail was a furry feather feature. In some way, it's resembles matches that of a mythical creature called a Griffon.

"Hugh…Who are you?" Waspinator raised an eyebrow in not knowing who this new bot was suppose to be.

"I suppose you could say, I'm someone who sees trouble from even stormy skies." The Golden Eagle creature spoke with some firmly stern tone voice matching one who would be serving in a military. "Skystorm – Maximize!" He spoke forth this without warning in activating his activation code now.

Soon a loud eagle cry was heard as the guy was transforming from Beast Mode to Robot Mode now. It was revealed he transforms into a primarily golden-yellow color exoskeleton frame muscular bot. The front talons act as the legs while the body shifts upwards. The eagle head merges into the chest-plate, as two arms stretch out showing golden crescent talon nails on the fingers. The wings fold to act like long arm covers attach to the shoulder joints. The helmet displays a bronze hawk mask theme of pointed feather ears, a beak end-nose, covering a silver-white metallic face, and had bright gold yellow glow optic eyes.

"Oh, Wazzpinator – Terrorize!" Waspinator groans before announcing his activation code.

Now Waspiantor transforms from Beast Mode to Robot Mode as he began to bring forth his new Stinger Launcher to fire it off. Course Skystorm counters by evading before firing which made the metallic wasp yelp to duck, dodge and hid. The children watch things develop as they slowly were recovering from what hit them earlier.

"Well this got weird?" Sissi raised an eyebrow in finding this weird even for her.

"Lets just hope this new bot can hold off the newer Waspinator until we can figure something out?" Jeremie stated in needing time to come up with a new plan to deal with this situation.

* * *

 **BACK WITH RHINO'S GROUP**

The scene opens in showing that while Q-Bee was buzzing around keeping the Lyoko Warriors at bay, Rhinox and Sheer Khan continued their major battle. Sheer Khan was using energy gauntlet claws that glowed neon red and yellow which were capable of slashing through solid bedrock. The new Fuzor even used not only Optic Lasers, he even unleashed a roaring energy cannon from his mouth. Rhinox was able to be careful not to be too close to the enemy while using his own advance Gatling Gun Machine to push the enemy back.

"HURGH! Your pretty good for a bot who's close to the scrap heap!" Sheer Khan smirked to remark about Rhinox being about as so-so to match him.

"You kids alright?" Rhinox called in to check how the others are fairing.

"We're fine! Hyeeeyaaaah!" Yumi responded before launching her blade fans to almost hit Q-Bee.

"Man, who had thought that this bee theme fembot would be so hard to shot? I thought she had a goofy locking-chip from Waspinator?" Odd raised an eyebrow that they are having a hard time hitting someone who should be a loopey scatterbrain like Waspinator.

"Apparently just cause she's the opposite, doesn't mean she can't be a little more fierce then him." William shook his head in knowing this fembot is not as easy as one could suspect.

"Hmmm…but Waspinator is fierce, he change like rhino there?" Q-Bee raised an eyebrow in pointing out something that no one else knew.

"Wait, what? You mean he's become a Transmetal too?" Odd raised an eyebrow in hearing this right, despite how crazy coincidental it may sound.

"That's right, earlier he told us he spotted some rugrats in a vehicle heading somewhere important. Just behind us in fact." Sheer Khan smirk in pointing out what is going on just behind where the Preds are. "So unless you can get pass us, your pals are toast!" He smirk in cruelly mentioning this as if he was enjoying it.

"Hugh…no!?" Aelita gasped in fearing Jeremie could be in terrible danger.

"Aelita, quickly make a way for us to reach him!" Rhinox instructed Aelita to help them reach those by clearing all blocks and obstacles in the way.

"Right!" Aelita nodded in hearing this, as she closed her eyes to begin concentrating. "AAAahhhh-AAahhh-AAaaahhhhh…." With the angelic voice she hummed through, she was focusing her powers.

The power of Creation was digitally changing the structure to become like data, as many were witnessing the change for those that never seen it until now…

"Hugh…HEY! WHAT'S She Doing!?" Sheer Khan protest in seeing this as interrupting his battle.

"The Key's Ability: Creation. I think she's trying to clear the structures to find their friends." Q-Bee pointed out the most best guess in term of what Aelita was currently doing.

Without warning, the digital frames began to change some parts of the caverns while helping to open it up. Once everything was digitally vanished, did anyone find what was the Mountain Crawler V along with Jeremie and Sissi. Only two shocking surprises were seen in what was found. First was seeing Jeremie and Sissi, but completely changed. Second was noticing that Waspinator had become more Transmetal type. And to add to the surprises, the Pred was facing a Fuzor within a hidden lab, there's just no end to things…

"Woah, are those two really Sissi and Jeremie? They look so…different?" Odd raised an eyebrow in seeing their buds, except now they are different.

"And there's Waspinator, he's just like Rhinox?" Yumi raised an eyebrow in noticing that Waspinator had truly change to become a Transmetal like Rhinox has.

"But who's that other one fighting him? Another Fuzor?" William pointed off to notice a new bot they never saw.

"Hugh?" Waspinator suddenly noticed the walls were gone, and everyone that was suppose to be handle by his own unit gone backfired. "Hey! Where did they come from?" Waspinator protest in knowing this not part of plan.

"Hey Bug! What's the hold up! I thought you could handle a couple of kids?" Sheer Khan remarked in seeing that Waspinator was hardly doing his job right. "Just let me finish this guy off and I'll get that other bot!" He issued that once Rhinox was down, he'll face the other Fuzor giving Waspinator difficulty.

"Not happening!" Rhinox protest as he was charging to tackle Sheer Khan to pin him against a wall as the bot tried to get free.

"We need more space!" Skystorm instructed those on what they need at this time.

"I think when I was focus, I sense Dinobt and the rest above us." Aelita pointed out in having learn where the other allies are currently at.

"It's a long ways up, and I'm a little out of breath at the moment?" Sissi stated in knowing that even if one asked in wishing to meet up with their friends, she's a little drain at this time.

"You guys, quick! We have to activate these capsules!" Jeremie pointed out in seeing they can turn the tide if they get more help.

"Well sure thing, anything to help my family!" Odd smiled in feeling like he doesn't mind bringing more of his family to help them out.

Now Odd was seem leaping around the battlefield to evade any shots from Q-Bee. Being like an agile feline has it's uses while the others covered for him. And while evading Sheer Khan's Optic Lasers and Waspinator firing his own, Odd leaped to push the activation button for the capsules.

" _Activation Sequence Engage._ " A female voice was heard from the computer system.

That's when the capsules in the hidden chamber began to make beeping sounds before the hatches were opening. As steam was escaping, everyone who were still facing down the Preds all notice what was happening. And soon a hand appeared from one of the open capsules, and what happened next was a force of wind blowing in the area…

* * *

 **BACK WITH DINOBOT'S UNIT**

AS Dinobot, Jackrabbit, Mach Kick, Lynxa, Shellter and Volpex continue to watch on, they saw the new bots giving the Preds a challenge. Terrorsaur, Scorponok, Buzzclaw, Bisk and Scowl were having hard times when the Maximals they had pin down were getting help from the new awaken and active bots: Wing Saber and Beetleborg. During the moment Wing Saber transform to Beast Mode while showing off another neat trick. His body expands the wings to stay in place, the talons expand to reveal ignition thrusters. Giving it the impression of some high-tech aerial military bird-theme plane. Now the bot was a fast flier that made him hard to hit.

"GRUUAAaugh! HOLD STILL!" Terrorsaur squawks in fury as he tried to hit a target moving all over.

"Sorry, but I'm not someone who can just take a beating." Wing Saber remarked in not about to just take something like that without a fight.

"Forget about who's in the air, lets focus on who's on the ground?" Scowl protest in trying to hit the bot that was still grounded.

"You wish to do battle, then HAVE AT THEE!" Beetleborg proclaimed in about to show his stuff.

Then at this moment, Beetleborg was transforming back into Beast Mode, but with a sudden change. He converts into a mini-tank with the back and forelegs folded underneath the body, before becoming tank treads. The beetle goes into a sitting position and the beast head folds downward into the chest and two cannons pop out from the shoulders, and a single turret covers the head. The bot was like a wheel tank-robot beetle theme Vehicle Mode.

"Woah! That's a new Level Changer for sure?" Bisk exclaimed in seeing something that is making them think twice about confronting it.

"HRUUAAGH!/THrusvhhmmm…" Beetleborg roars as his two cannons were charging electricity. "POWfruvhmmmm…/BAMMFruvhmm…" Then he fired electric sphere shots from the cannons that exploded near the ground targets.

"WRAAAughhh!/GRAAAughhh!?" Scorponok and Scowl yelped from the unexpected attack that knock them backwards.

"GYaaaahhhh! As if fighting against a giant rhino beetle wasn't enough, now a Giant Rhino Beetle TANK!?" Buzzclaw remarked in feeling like this was just getting to be too much.

"Okay, this Bonus Round's Level is WAY Too Hard to Beat!?" Bisk protest in feeling like this was a certain game challenge that was going way out the window.

"I can beat this thing!" Scowl remarked as he got up for his second wind.

"Says the Preds who can't win when it's only two against all of you!" Jackrabbit remarked in taunting the enemy in seeing their numbers won't matter if they got the stronger bots helping them.

"Enough of this! We must deal with the Maximals and secure the Key for Lord Megatron!" Scorponok protest as he re-stood his ground before ordering the Predacons to redouble their efforts in their objective.

"You may have caught us by surprise with some new tricks Maximals. BUT NOTHING CAN STOP US NOW!" Terrorsaur protest in knowing they won't fall for anymore surprises by the new Maximals.

"CRACK-CRACK…" Suddenly without warning, the ground beneath the Predacon spot was cracking much to their notice before… "BREAKFruvhmmm…/BOOOWHRUUSSvhhmmm…" At the moment, the ground shattered as a tornado came from below swallowing the enemies in it's gale force wind current.

"WRAAARRRrughhh!/GRAARRRAAAaughhhhh!" Terrorsaur and Scorponok screamed as the tornado swiped them so fast they could not prepare a counter measure.

"NRAAAAAAAaghhh!" Buzzclaw was also taken in by the sudden tornado that swooped him upwards. "YOU HAVEN'T SEEN THE LAST OF MEEEEEEEEEEEE!" Buzzclaw screamed this out to those below before disappearing in the distance.

"WRAAaughhhh!/GAME OVERRRRRRR!" Scowl and Bisk were heard screaming

"POWFruvhhmmm…." Suddenly another burst of another element came through within the tornado. And with it came other Predacons that were down below.

"GRAAAARRRRRughhhh!" Sheer Khan yells as he tries to fight the force, but was pulled up by the wind.

"Requesting Warp Gate at current projectile location?" Q-Bee was seen blown upwards while using her com-link to get a gate ready for them…when they land.

"OH NOOOOOOOOO! WE WERE ZZZZOO CLOSE!" Waspinator screams out as he was seen spinning around in the tornado. "AND NOW….WAZZPINATOR BLASTING OFF AGAIIIIIIINNNN!" He screams this out as he and the Predacons soon vanished in the distance like a shooting star.

Soon the tornado began to continue it's rotation for a while before all the Predacons were shout far away. Once that was done, it began to diminish it's self, allowing Dinobot's team a moment to realize what happened.

"What….just happened?" Lynxa raised an eyebrow in not knowing what happened.

"Since when do Tornados come from the ground below?" Jackrabbit raised an eyebrow to question the unusual weather.

"Hey guys!" Then the Maximals were surprised in hearing some familiar voices come out of the open hole in the ground. "Surprise!" Odd waved out as he along with the Lyoko Warriors were coming out to surprise those.

"What the….oh my, your all okay?" Shellter smiled with surprise relief that the children are not hurt. "But where's Rhinox and the others?" She noticed that there were some of those still missing.

"Urrrgh!" Rhinox was heard as he was climbing out of the hole. "We're good." He proclaimed as many saw the new metallic version of Rhinox.

"Woah-hoo! Rhinox, looks like you gotten a new look?" Mach Kick exclaimed in surprise, only to be doubly surprised in seeing Jeremie and Sissi climb up next. "And Jeremie and Sissi, same goes for you too." He proclaimed in feeling more surprised by this next unexpected action.

"Hmmmm…it appears you all experienced a delay action of the Quantum Surge? Grugrugraaughh….fascinating?" Dinobot snarls a bit from contemplating the action of a delay change in mutating a Super-Structure and the human DNA. "And it looks like you found another Maximal down there." He spoke when he saw Skystorm fly out to land beside those that were underground.

"We could say the same in who you guys have." Sissi pointed out in noticing Wing Saber and Beetleborg that were with the group.

"That's not all, we found others like Odd. They should be coming up now." Jeremie pointed out there are others who will be showing up very soon.

Suddenly a gust of wind came from the open hole in the ground, as if something was seen shooting out to hover. Then something began to land near the open crater for all to get a full view of what was present.

The first seen shot off on a jet stream of wind before forming a twister below to show a young male creature in his teens descend. He looks similar to an imp & even a sprite, having a small horn in the middle of his forehead & long, pointed ears which were more elf-like. He also has an overbite, with a canine tooth on the left side resting on the lower lip. He has thick shoulder-length red hair & blue eyes. He seem slightly well built and had good height of being 5 feet tall. He appears to wear a white garment resembling a toga, with white, baggy pants which are held up by a blue obi sash & arm guards, both sporting a prominent red gem in the center.

"Hahaha! Well isn't this a sight fer sore eyes! A lot of metal men and women gathered to greet us, don't'cha know?" The excited red haired horn young man smirk so wide even his pointy ears twitch a bit. "Me name be Jin! Jin of the Wind, cause if ye haven't noticed, I got me wind to help me soar all over! Hahahah!" He spoke with an Irish accent after introducing himself while he dispel the wind around him.

"He controls the wind?" Volpex raised an eyebrow in never seeing anyone who can control the wind like this.

"Not likely, he's able to use the wind he can create." Rhinox shook his head in stating what he seen, is this Jin character can create his own wind even from the air around him.

"Well that's Jin for you…." Then another voice was heard stating a point across.

The second to appear from the hole came on what looked like growing wooden roots, catching many by surprise when a new male creature came forth. This was a young man in his older teen years, shown to be masculine. He displays what shows a bold personality which is accompanied by his charismatic appearance. He dons a largely green outfit with a breastplate, belts, and ranger chaps. Wears an ornate gold headband nestled in his long green hair. He also seems to wield a crossbow on his left glove, which seems to serve him in battle at times.

"I'm sure everybody's got questions about what's going on, but maybe introductions are in order?" The young teen with long green hair exclaimed in knowing how everyone was probably feeling upon seeing them. "Yo, I'm Tytree! Don't be too surprise, like Jin here I can also do something. Though it's only Wood-base, I guess you can say I have a green-thumb for this? Gyahahah…" He waved off to happily introduce himself while laughing it off after mentioning what he is capable of doing.

"Somebody here sounds rather confident and positive?" Shellter smiled in having judge what type of person this Tytree is.

"Maybe he's the adventurous and headstrong type who doesn't see the negative outlook, plus a side of persistent stubbornness." Lynxa shrug off her shoulders in seeing that Tytree is a good energetic type, he doesn't seem too bright.

"Gahahah….She got you peg fer sure, no questions need be asking Tytree!" Jin laughed off with a wide grin as he hovered by Tytree.

"Oy-Oy!? What's with that?" Tytree remarked in feeling like he was just insulted. "And besides, with your cheery and up-beat personality issues, you love taking risks and love to have fun in battles. You launch a tornado indoors while I had to secure everyone from being blown away!" He pointed off in knowing how much work he had to do while Jin just went ahead without a second thought.

"Teheheh, my bad!? I just went with the wind, as they say." Jin smirked in having that perky and cheery attitude of positive attitude not drag him down.

"Wait a minute, none of these guys look like they caused a big explosion, so who?" Volpex raised an eyebrow in noticing that one used wind for the tornado, but the other got used wood-base plants, so who made the big kaboom thing.

"Saving the best for last, that's what!" A young man's voice was heard responding to that very question.

Then something shot off in a jet of flames before ceasing as someone landed while looking like he was on fire. But truth be told he was completely unharmed and nothing was being burn off. Many see it was a young adult man who has fair skin with rosy hues, a widow's peak, rather small eyebrows and thick, shoulder-length, bright red hair styled into slicked-back spikes. His eyes were a bright emerald color, and an interesting addition was that he has a purple reverse-teardrop shaped marking under each eye. He was seen wearing a long sleeveless hooded black vest, a sleeveless dark gray and red plaid button-down shirt with a short-sleeve black shirt underneath, and blackish-red pants and black mid-calf boots. He was seen wielding two weapons that were called Chakrams which are circular and red, with silver spikes and circles around the edges, and two black handles shaped in a cross in the middle, plus they had eight spikes. However one sees it, this guy looks dangerous around fire and in using chakrams which humans see it's resemblance to Chinese wind-and-fire wheels, wheel-shaped weapons that are used strictly as melee weapons.

"Sorry for the scare, but catching others by surprise is kinda my specialty." The guy with spiky red hair and tear marks proclaimed with a sly and cocky smile. "After all, when you play with fire, your gonna get burn. The name's Axel. Got it memorized?" He pointed off to say while pointing to his forehead in making sure those here will remember his name.

"A human that can make fire?" Mach Kick raised an eyebrow in not believing this, he heard of humans doing fire tricks but nothing like THIS before.

"Oh I'm chalk full of talent." Axel smirked in being quite proud of himself.

"Oy-Oy, Oy Axel….you also went too far. I was lucky my plants that stop the ceiling weren't burn away." Tytree remarked to remind the guy of what he almost did that was more troubling before they got out.

"Well you did your best, so no real lose there." Axel shrug off to simply state a claim to give Tytree some credit.

"Hahahaha…boy, when Axel's on fire, he's literally on fire!" Jin laughed it off as he found this scene very funny.

Everyone watched these three new guys chat away, never knowing everyone gave them very intrigued, but odd expressions. Mostly because of how these three are so different, funny, and yet quite strong types who have most likely become Meta-Humans. Not to mention, they are related to Odd's family of Franz Hopper taking in children.

"Wow, they must be Odd's relatives? They are so…" Jackrabbit was stating from having noticed just what Odd's siblings are like which are…

"Odd!?" William, Ulrich and Yumi all responded in finishing that statement.

"Hmm-Hmm…Just like Odd." Aelita lightly chuckled in feeling like these guys are as odd as her cousin.

"Hey! What do you mean, Just Like Odd!?" Odd protest from feeling like that was more an insult then a compliment.

"Hmmm…" Rhinox suddenly looked away as his scans detected something: other Maximal Signatures. "I picked up some Maximal Signatures? It must be the others who were with us before." He stated in detecting ? signals: Blaze-Wing, Salvage and Bantor. "They're in Stasis Lock from that explosion from before, let's hurry and get them." He firmly instructed those that they must hurry along to get the others in need of aid.

Everyone was in an agreement before immediately heading off to find their missing Maximal pals. During the moment, Jeremie was calling in for a Warp Gate back to Base, as well as mentioning that there would be a few extra surprises coming back from this trip.

* * *

 **LATER AT THE MAXIMAL BASE**

The scene later opens around the Command Center within the Axelon Base. Many of the Maximals there and those that return have given the report, many new bots are welcome followed by some surprises with changes.

"Heheh, well Big Green, you certainly are looking better then before." Rattrap laughed it up with a smile in seeing Rhinox never looked better.

"Yeah Rhinox, you definitely look like you can handle yourself in a fight against anybot." Cheetor smiled in feeling like Rhinox can definitely handle himself in a fight now against Transmetal and Fuzor opponents.

"Thanks, but I'm just grateful we got everyone out of there when we did." Rhinox spoke in just sounding happy that they all made it out of that danger.

"And you guys should have seen Wing Saber and Beetleborg in action! It was awesome!" Jackrabbit announced with excitement about how cool the new guys were out on the field.

"And we heard that Skystorm was able to recall that he was a Maximal when his pod was underground." Lynxa pointed out another surprise fact they learn after meeting another new Fuzor.

"Too bad that Sheer Khan turn out to be bad from the error, he's a tough nut to go toe-to-toe against Rhinox even when he became a Transmetal." Mach Kick stated in knowing a new enemy was about as strong as Rhinox, only difference was one wants to be destructive and blow stuff up.

"Then there were the other two new bots that are really at odds." Shellter pointed out in not having forgotten other new enemies they meant.

"Scowl is a heavy hitter and a brute to watch out for." Mach Kick stated in knowing how Scowl works, he's a bot with muscle to wreck things. "And Bisk is so whacky and unpredictable, he thinks things are a video game. How does that fit in with an error programming?" He raised an eyebrow in thinking how Bisk acted was just plain loopy.

"Nrrruagh! The real issue that should be focus on, is that now Megatron has gain a slight advantage in numbers." Dinobot growls lowly in reminding those in the command center of other problems at hand. "Terrrosaur and Scorponok are back, they along with Waspinator are stronger now. We must not underestimate them too much." Dinobot firmly explained that old enemies are back, they plus one other foe have enter as Transmetals.

"Aww, feeling left out of the party cause you didn't get a Transmetal bod like the rest of us?" Rattrap pretends to mope in thinking Dinobot feels left out of everyone else getting Transmetal bodies and not the old fossil.

"RRRRRRrrhhh! Watch it Vermin! Less you see what I'm CAPABLE OF!" Dinobot growls in fury in arguing in what Rattrap just said about him.

"How are Jeremie and the others, I wanna meet these special children of Franz Hopper? If they're like Odd, having a portion of the Key's very DNA run through them, might mean they are much stronger then average humans." Optimus Primal asked in liking to confirm if those found are just like Odd, that a portion of the DNA Coding of the Key exist inside them.

"They're in the hanger talking, we're currently studying to see how their abilities differ from Odd." Longrack pointed out where the humans are and what is happening to further study some new allies.

"It's true, when we learn Franz Hopper used animal DNAs to improve Odd's abilities and when the Quantum Surge mutated him, he became what he is now." Dive-Bomb slightly nods his head in confirming about old events that transpired that lead to what Odd is now. "The others are as much different as were Jeremie and Sissi upon becoming Meta-Humans." He stated that unlike Odd's Meta-Human abilities, the others including two children in their group have also shown new changes.

"Then it truly feels like things are gonna become much different then before…" Optimus Primal firmly issued in knowing that in time, many possible changes will be coming their way. Question will be if some are more good then they are bad…

* * *

 **ELSEWHERE**

 **IN THE HANGER**

The scene shows in the Axelon's Hanger area where the Lyoko Warriors were having Jeremie and Sissi try to train themselves to use their new abilities. At one point Sissi managed to summon a flying carpet to use as her ride. Jeremie was getting good in knowing his use of making a barrier type spell and phasing ability, plus using different element type attacks. And as for their new allies, they were tearing through the training.

"Amazing! Odd, your siblings are really strong?" Yumi stated in never seeing such strong abilities.

"Yeah, probably much stronger then you ever be?" Ulrich smirk in making a sly comment about Odd not being as strong compared to these guys.

"What's that suppose to mean?" Odd protest in feeling a bit insulted now.

"Well for starters, you inherited animal DNA to help boast your abilities. And these guys, well…I'm lost?" William

"Oh, well don't fret, because Axel's got the answers you need." Axel smiled to approach those that had some questions on their minds. "You see as far as any of us can remember, our dear old man tried to find ways to revive us." He pointed out in mentioning this for those that still tried to solve the mystery.

"Yep! We were just barely alive during the whole time, I thought we go to the light at any moment." Jin smirked in proclaiming this with a big grin across his toothy smile.

"Hey Jin! Don't talk about dying as something you can walk off!" Tytree protest in thinking the guy literally didn't know the scary thing about passing away. "Anyway, turns out what Franz Hopper used were the DNA particles found in certain element facts. For me, it was wood and plant type." He stated in mentioning what type he was given for when he would be revived anew, a wood plant base subject.

"But how could traits of Fire and Wind be process as particle data for your DNA? For Odd, we thought all of you would get animal related abilities?" Jeremie scratch his head in trying to figure out a big puzzler that was really hard to follow through.

"Guess some of us were far luckier then others, ain't that right Odd?" Axel shrug off to simply state before rubbing Odd's head down with a sly smile.

"Hey! Come on! Stop treating me like I'm the runt of the litter?" Odd protest to remove the head rubbing his head, not liking the idea of being treated like a little kid.

"Don't sweat the small things little buddy. With us around, we're a might stronger then chowin' down Haggiest five times a day." Jin smiled to give Odd a shoulder hug while announcing this much for those to hear.

"What's haggiest?" Aelita raised an eyebrow in not precisely following the use of such a word.

"Aelita, that's a food type you don't wanna know…" Sissi quickly ended the topic right there and then before her face showed green signs around her cheeks. "Gurphm…cause just knowing makes you sick to your stomach?" He covered her mouth feeling like the very thought was gonna make her puke.

"Well in any case, we appreciate you finding us, and not letting us become somebody we ain't, don't'cha know!?" Jin smirked in happily complimenting those for doing a job well done.

"I do have a question. Are you all of the children Franz Hopper took in and tried to help revive and sent the energy particle data about the Key from Aelita's clone?" Jeremie asked a major question, if the only children Franz Hopper had to help give new life were as followed: Odd, Jin, Tytree and Axel.

"Truth is we're not sure." Tytree shrug off to say this which made everyone look to him funny. "When we come in contact with another, something unlocks in our mind telling us we're family." He pointed to their heads in stating a fact, that they can only tell and recall family members upon first eye contact.

"Well that explains how I know you three. So I guess knowing if everyone is here is still far?" Odd scratch his backhead in not sure how many children Franz Hopper took in was still out there.

"Well, let's not focus too hard. Lets just live the moment." Axel smiled in making a statement to be the easy guy to not let life bring one down. "Besides, now that you told us we have a special cousin to thank and who's a prime target. Looks to me that you'll need our help." Axel stated around Aelita, knowing it's thanks to her that she was becoming apart of a bigger family….one that would help protect her from those targeting the girl.

"Hehehe, looks like you can consider us some back up supporters for you fellas!?" Jin grin ever more in seeing they are all for one and one for all sort of types.

"Just what we need, more odd guys?" Ulrich rolled his eyes in making a funny pun on the spot.

"Times four. Right?" William shrug off to lightly agree on that very idea.

"Well at least one of them seems to have his head in the game." Yumi shrug off in seeing that Axel seems like the guy who has his head not entirely in the clouds.

"Though it probably doesn't count as much." Sissi lightly comments that from what they see, Axel likes to be seen as the fun but serious player when it comes down to it.

"Sheesh, you guys…" Odd moans in feeling like this stuff just won't end.

The children were laughing at the funny matter which Odd was the only one not laughing at his expense. While this was going on, Aelita noticed Axel was slipping out of the area.

"Axel, where are you going?" Aelita raised an eyebrow in seeing someone leaving so suddenly.

"Oh, just stretching my limbs a bit….being coup in that capsule can really make a guy feel stiff." Axel pointed off in making some claim about needing a moment to stretch.

While Aelita was deciding to allow their new ally to do what he likes now as she return to the others, Axel was seen pulling something from his pocket. It was a strange device that when he press it, a holographic image of Franz Hopper was seen.

"Axel, if you are receiving this message, then it means you've awaken." Franz Hopper's voice came from the hologram in addressing who he was clearly speaking to. "Listen carefully, the government has put a new plan in action after the world learn about the robot aliens. They have activated XANA. And now their eyes are on the child the alien machines call the Key. If you meant, please help find your siblings to protect her…" The hologram explained this as Axel firmly studied every bit of the words he heard. "Base on her DNA Coding and the strange surge that mutated many citizens, I expect you all have gain unknown abilities. Yet despite that, this girl may still hold stronger power if fell in the wrong hands. Do be careful, as I fear things may only grow harder from this point on." The hologram of Franz Hopper soon cease to be active as Axel puts the device away after having heard such unsettling news.

"Heh, no sweat old man. Give the dirty work to me, the only one of your children that loves these kind of undercover chores." Axel lightly laughs off in feeling like this was just typical in his line of work.

"You seem to have much on the mind?" Dinobot's voice was heard which made Axel yelp in seeing someone walked in around the corner, and apparently having witness a secret message.

"Hey, Dinobot, right?" Axel smiled in being a friendly type to the grouchy guy. "What can I do for you, you know…just to keep this between us." He asked this cause he didn't want Dinobot to tell this to anyone.

"Grugrugraughh…for starters, I feel that your talents…though impressive one sight, need more sharpening? Belpois and the others are still learning. Perhaps you can help nurture their abilities." Dinobot issued to say between his snarls in requesting those to help train the Lyoko Warriors to better themselves from those with much higher performance. "I will see in requesting to help all of you get a better handle on maintaining control to not lose focus. Now that the Predacons know of your existence, things may not always go so easily." Dinobot issued in believing it's best to be prepared for whatever may come.

"Sure thing, I'll let the others know. After all, when you got talent and excellent skills to compete to be the best, you can handle anything." Axel smiled in waving a hand sign in being cool with this. "See yah around…" He said as he was walking away to leave Dinobot alone with his thoughts.

"Hmmm…? Skills….yes, I suppose performance is key…" Dinobot hums to himself in reflecting on Axel's words. "Nearly almost everyone has become stronger, yet many still strive to not fall behind." He muttered this in having some second thoughts in comparing how everyone who have change after the Quantum Surge are fairing. "One must make certain they do not fall behind, even the newest of abilities and gear will not always win in the end. Nrrrrrr….I just hope that my own way, is not falling behind those ahead of me…?" Dinobot whispered under his breath with some deep thought.

Dinobot turns to walk away while seeing the Lyoko Warriors and the those who have decided to call themselves: The New Warriors, continue their training to improve. But as Dinobot watches those to better themselves, he looks to himself in somewhat feeling uneasy. The Ex-Pred shakes his head, as he won't let this bother him. The scene begins to fad as many new things are changing, and it may seem that those of the past….may no longer be needed within the war if newer, stronger fighters replace those falling behind. Dinobot must prepare for the event, of when the old ways may reach an end, but it won't be forgotten in the present and future…

* * *

 **NOTES:** The 1st surprise new feature, the unseen Transmetal appearances of those seen on Beast Wars Sourcebooks, & Beast Wars Transmetal N64 Game that were not shown on the TV Series. Which they are Rhinox, Waspinator, Terrorsaur and Scorponok. Now the first two never became Transmetals (due to the Restoration Chambers interference), but I tweek it for a delay for fans to enjoy those that never got such a chance. And the last two were apparently removed during the start of Season 2 of Beast Wars, but from a comic explained they survived so they were brought back in a more later fashion.

The 2nd surprise new addition of those gaining powers and becoming Meta-Humans. Jeremie and Sissi never had Avatars in the Code Lyoko series, so I'll give a data profile about them for those that like some explanations.

 **Name: Jeremie**

 **New Appearance:** Appearing to look like an elf-boy wearing a blue coat strapped with light-blue images of the sun and moon on one being on the left and the latter being on the right. He has a body-suit that's dark blue, a dark puffed magician's cone shaped, but relaxing backwards hat with light-blue star pattern shapes on it and one small white puff ball at the end! He carries a staff in his right hand, at close looks, it has basic designs up top, round expanding curves with a blue gem in the middle, and a yellow star in the center! On the outside parts and on top have gray diamond shaped items imbedded into the staff! From one's personal opinion, he looks like a wizard or a magician in that outfit to be accurate.

 **Ability:** As part of the magician class, Jeremie is able to cast spells of any Elements by saying, "Element", then suggest which type before firing them off the staff directly aim at target. After becoming a magician, Jeremie can swing his staff like a pro. which can block and use for offensive means for defense. A Sub-ability spell Jeremie can perform is called 'Barrier', which covers himself and others one wishes to protect. Another spell is called 'Phase', which allows him to phase through any solid object, walls, and enemy grips depending the ability is not cancel. A Travel type spell Jeremie can perform is called 'Jet Cloud', which he can form a cloud beneath one's feet to hover off the ground and travel.

 **Noted Fact:** Try to picture Jeremie having a look somewhat matching a Magician from the Yu-Gi-Oh! Cards & TV Series. Also the Jet Cloud is a type of cloud used for travel seen in Monkey Magic TV Series.

 **Name:** Sissi

 **New Appearance:** Appearing to look like a blue-skinned genie with pointy elf-like ears, but there was some difference because she had…goat horns on her head. She has light blue eyes, brown long hair, and a ruby on her forehead. On her she wore some type of magenta color Arabian clothing of baggy pants and a sleeveless chest cloth while exposing the belly. She had on gold jewelry, a gold arms band, gold wrist band, gold fingers rings, a gold necklace and oval shape gold earrings. The figure and appearance makes one see this one as a sweet and weak girl.

 **Ability:** As part of a Djinn class, Sissi is able to perform a glowing energy called 'Magi Shots' which take the form of yellow energy fired from her hands. A Sub-Ability granted to Sissi allowed her to perform a thing called 'Float', an ability to make herself hover off the ground and fly in any general direction. Another skill Sissi can perform is called 'Grant', which allows one to perform simple wish request: of course some wish request maybe restricted beyond Sissi's limit. Examples: making a mountain of handkerchiefs, calling forth magical carpets, or taking one to certain areas within one's reach. And limit is the number of granted wishes will slowly exhaust Sissi that she needs time to recover.

 **Noted Fact:** Try to picture Sissi's new look is base on Deenha who is a character from Chaotic Card Game & TV Series. The Mythical Rod is based on the Dominion Rod seen in Zelda: Twilight Princess series. Also picture her abilities somewhat like Shahra from Sonic And The Secret Rings.

* * *

 ***New Warriors:** These will be categorizing other characters who will appear in the series. They will be the adopted children who Franz Hopper tried to bring back to life & have undergone new changes. The ones I picked are those that have a great personality of laughs, humor, and popular theme. So if you know them, or wanna research them, you'll get the idea.

**Jin is from the Yu Yu Hakusho anime series.

**Tytree is from the Tales Of Rebirth video game series.

**Axel is from the Kingdom Hearts video game series.

* * *

And now, it's time to review some new OC Transformers that are Maximals and Predacons. Here are those that have made request and now their OCs finally appear. Lets check down the list:

 **BJ**

 **1st**

 **Name: Bisk**

 **Function: Predacon**

 **Transmutation: Transmetal**

 **Beast Mode:** Transmetal version of a lobster which has an orange theme, along with some magenta color for the limbs and under chest area, and black marks around the claws and top layer of the shell.

 **Vehicle Mode:** Transforms by combining the claws in front of the head, the legs fold together on each side downwards, and the tail acts as a rotor. This gives it the impression of looking like a lobster version submarine.

 **Robot Mode:** The metal lobster body shifts in which the upper body splits in half downwards with the tail fins becoming the knee to boots feature. The lobster head splits down while the arms and claws become the natural robot arms and hands. The back top portion of the body was still the metal lobster shell with a tiny split at the body to look like the tail. The head was shaped like a lobster with two feelers under the chin and antenna acting like horns on the forehead. The center metallic face was silver and had light blue optic eyes, it almost looked like a lobster face on a humanoid body.

 **Weapons:** Lobster Claws, they can grab hold of targets in any claw. Conceal Blasters, from on top of the claws are conceal blasters that fire energy shots. Optic Beams, he can fire blue energy ray from his optic eyes.

 **Bio:** When this bot was reprogrammed, some sort of short-circirtry caused him to behave strangely. The bot thinks anything is a game to him, so he speaks in some kind of 'video game' lingo. Thinks the main objectives as quests and even gets irritated when even one thing makes him deviate from the main quest...like side quests or even Maximals. He's pretty much an unexpected surprise attacker, a real Maverick type of guy.

 **Noted Fact:** Picture his appearance & personality is base on Bisk from Transformers Robots In Disguise 2015 TV Series.

 **2nd**

 **Name: Scowl**

 **Function: Predacon**

 **Transmutation: Transmetal**

 **Beast Mode:** A Transmetal version of an Ankylosaur with light brown underbelly and spikes, and dark red top metallic fur coating, a spiky sphere tail, and has dark glowing red eyeballs with yellow color eyes.

 **Vehicle Mode:** Transforms the legs to fold up while a trend mill spreads to both sides and the spike tail drops shortly on a chain connector to dangle. It's appearance makes it look like a Dino-Bulldozer with a wrecking ball on the backside.

 **Robot Mode:** Transforms into a humanoid exoskeleton version of it's Beast Mode. The front legs act as the arms and the hind legs adjust to become the legs. The beast head sinks down into the chest-plate area, the tail detracts onto the back area. The helmet forms a large horn on the forehead area, the metallic face is gray light brown color with a rugged tough look and beady read optic with yellow pupil color eyes.

 **Weapons:** Tail Sledge Hammer, a large spike hammer used to wreck & bash targets. Wrecking Spike Ball, a spike ball mace weapon which can be launch from the base by a connected chain for mid-range damage or other practical uses. Flame Thrower Breath,

 **Bio:** When he was reprogrammed, he soon became a walking wrecking crew. His physical prowess towards random violence and indiscriminate destruction with emphasis on collateral damage. Even while a member of the Predacons, he choses to strike out his own, and strike, and strike, and strike until anything in his way is a smoldering heap of rubble.

 **Noted Fact:** Picture his Beast Mode & Robot Mode Appearance & Personality closely like Scowl from Transformers Robots In Disguise 2015 TV Series.

 **Mike**

 **Name: Sheer Khan**

 **Function: Predacon**

 **Transmutation: Fuzor**

 **Beast Mode:** A mixture between an Indian Rhinoceros & Bengal Tiger. It's main features are of a white with black stripe Bengal Tiger from the paws, legs, underbelly, tail and head with yellow cat-like eyes. But apparently it has some armor plating from the grey theme Indian Rhinoceros on the top portion of the paws, the outside top area legs, the entire backside, the top covering of the tail length, and lastly on the top covering the head to the cheeks and down the nose where some horn feature was seen. In some hindsight, it almost resembles a type of armor wearing battle tiger for combat.

 **Robot Mode:** Transforms into a dark grey theme exoskeleton bot with many of it's matching Beast Mode features. After letting off a tiger roar, the head shifts upwards while the front legs remain to change into more robotic combat armor and the paws expand into boot-theme feature. The hind legs move upwards to form into crescent-chrome shoulder pads. The main body reveals a muscular chest-plate with a dark green orb center. The tail remains attach to a more humanoid rear only now it has a sharp blade at the tip of the end. From the body compartment reveals new arms which come with armored gauntlets with three blades off the top wrist areas of the hands. From the chest pops out a helmet style like a Bengal tiger with red optic cat-like eyes. Followed by a dark grey metallic feature mouth jaw portion matching the beast mode with sharp tiger teeth.

 **Weapons:** Energy Gauntlet Claws, from the gauntlet claw blades glow neon red & yellow, capable of slashing any target in melee combat. Optic Lasers, capable of firing white energy laser-like beams from both his optic eyes to cause damage to targets from a good range. Roaring Energy Cannon, after roaring with an open mouth, charges to fire an energy wave blast to inflict a huge amount of damage to the target.

 **Bio:** While not having been reprogrammed, this bot seems to love nothing more than to battle. He has quite a destructive personality and loves performing demolition to the extreme level. He also displays a very cocky personality when he enjoys toying with his opponents. Due to an error in his programming left him with a primitive mind as he tends to fight first & make use of brute force more then using his intelligence. He can lose his patience which often leads to his anger getting the best of him, becoming so enrage and infuriated that he's unable to think properly. Despite his banter and intimidating and ferocious nature, he made be quite timid and be easily nervous when confronted by his superiors and when getting scolded shows signs of fear and even become nervous and tremble when hearing Megatron's voice. He will be highly loyal to the Predacons & to his superiors, but has a habit of being rebellious, often ignoring or questioning the orders given to him. He's truly the type of brutal warrior who is seen as the muscle-brain when out on the field.

 **Noted Fact:** Personality is based on Nappa from DragonBall Z series. Imagine the Beast Mode is almost like a different version of Kalidahs which have bodies like bears and heads like tigers; except there's more tiger limb parts & the body has armor shells of a rhino. Also picture the battle armor wearing tiger is like Black Blaze from the Ronin Warrior series. Picture his Robot Mode somewhat similar to Neon Tiger from Mega Man X, only in a more white version of a Bengal Tiger. He was previously called RhinoKhan, but was changed to fit a name that could match such a character. Plus, the name is a match reference to a villain from the Jungle Book and Talespin series.

 **Sage of the Azure Phoenix**

 **1** **st**

 **Name: Beetleborg**

 **Function: Maximal**

 **Transmutation Transmetal**

 **Beast Mode:** A Transmetal Version of a Rhinocerous Beetle with a blue and yellowish-gold chrome plated theme & yellow clear eyes. Another interesting fact, is that this is a really BIG size metallic bug compared to the more average robot in disguise height size.

 **Vehicle Mode:** Converts into a mini-tank with the back and forelegs folded underneath the body, before becoming tank treads. The beetle goes into a sitting position and the beast head folds downward into the chest and two cannons pop out from the shoulders, and a single turret covers the head. ( **Noted Fact:** Envision MetalKabuterimon/Bolgmon from Digimon Frontier.)

 **Robot Mode:** Transforms into a large blue and yellow exoskeleton with the beetle standing on its hind legs, and the robot legs fold from underneath, while being supported by two jet thrusters on the legs, while the shell opens revealing the robot arms, and the beetle face splits in half, revealing a blue faceplate with purple optics. The helmet is style theme of a beetle's horn, a silver-plated mouth guard, and yellow optic eyes. ( **Noted Fact:** Envision Beetlemon/Blitzmon from Digimon Frontier.)

 **Weapons:** Twin Armored Gauntlets that operate like pistons with small cannons mounted on the gauntlets to level targets before him. Double-Barrel Assault Rifle which is a large barrel assault rifle capable of firing massive explosive shots to cause huge damage. Heavy Missile Launcher is a large size beetle body shape weapon which is capable of firing eight missile rounds to cover a wide area to damage any number of foes.

 **Bio:** A Maximal who pretty much feels the need to partake in glorious battles. He uses heavy assault for offense and defense needs to cover and protect his allies against his foes. Sometimes even using his physical strength to do the job when low on options. While he sometimes gets lost for the need to seek combat, he enjoys telling his wondrous tales of battle for young generations to learn. (Noted Fact: Personality is that of Thor from MCU.)

 **Noted Fact:** The original name was Mjolnor, somewhat similar to the weapon used by Thor in the Marvel Universe. But was changed to fit his beetle-like appearance. The name comes from the old Beetleborgs TV Series.

 **2** **nd**

 **Name: Wing Saber**

 **Function: Maximal**

 **Transmutation: Transmetal**

 **Beast Mode:** A Transmetal version of a Crested Serpent Eagle which had gray silver and black spotted chrome plated feathers, yellow chrome plated talons and beak, and glow optic color eyes.

 **Vehicle Mode:** The body expands the wings to stay in place, the talons expand to reveal ignition thrusters. Giving it the impression of some high-tech aerial military bird-theme plane.

 **Robot Mode:** Transforms into a silver exoskeleton frame bot with some of the Beast Mode features mix with it's armor plating. The talons act like the boot-frame, the body shifts as the beast head merges into the chest-plate area with an open beak displaying a blue core lens, and two arms come out with feather razor gauntlets with black hands. The wings appear on the backside in a stretch out position. The helmet is style like a pilot/eagle chrome, the metallic face was tan brown with glowing emerald optic eyes. From appearance alone, the bot displays a theme of an adventurous flier.

 **Weapons:** Feather-Wrist Gauntlet Blades, from the wrist gauntlets form metal feather blades for hacking and slashing melee combat. Shoulder Feather Launchers, long adjusting launchers appear on the shoulders, firing off mini-feather missiles. Twin Rapid Blasters, twin pair of rapid firing blasters for quick & powerful impacts on distant targets. Chest Eagle Pulse Cannon, a powerful pulse cannon fired from the center of the open eagle beak from the chest, capable of dealing powerful damage to targets.

 **Bio:** Back on Cybertron, Wing Saber was known as a canny warrior with a keen tactical mind and wisdom beyond his years, though he is still eager to prove himself to Optimus Primal and the other Maximals. He's capable of doing lone flanker assignment duties, attacking enemy position from behind. Pretty much the guy is pretty much a cocky jack-the-lad. He's been working on the Axelon for so long until his last stunt in attacking Optimus had to place him in a Stasis Pod until later on was found and reactivated to partake in the Beast Wars. So in terms of seniority, he's above those of cadet class, but he does show a good side especially helping the younger bots out by being some cool mentor figure (hey, it can happen?).

 **Noted Fact:** Picture his Robot Mode & Personality is like the Wing Saber from Transformers Cybertron TV Series.

 **Azure Phoenix**

 **Name: Skystorm**

 **Function: Maximal**

 **Transmutation: Fuzor**

 **Beast Mode:** A mixture of a Golden Eagle with an Asiatic Lion. The body from the lower rear, long tail & legs were a gold brown fur from an Asiatic Lion, while the upper region had a Golden Eagle portion of brown feather puffy chest & head, bronze color eyes, a yellow beak, had eagle talons on the front paws, plus the edge of the tail was a furry feather feature. In some way, it's resembles matches that of a mythical creature called a Griffon.

 **Robot Mode:** Transforms into a primarily golden-yellow color exoskeleton frame muscular bot. The front talons act as the legs while the body shifts upwards. The eagle head merges into the chest-plate, as two arms stretch out showing golden crescent talon nails on the fingers. The wings fold to act like long arm covers attach to the shoulder joints. The helmet displays a bronze hawk mask theme of pointed feather ears, a beak end-nose, covering a silver-white metallic face, and had bright gold yellow glow optic eyes.

 **Weapons:** Eagle Optic Ray Beams, the optics glow brightly before firing a strong ray beam that deals heated damage. Feather Tail Spear, the entire tail becomes a spear with the feather edge becoming a sharp weapon capable of piercing & slicing damages. Wing Gliders/Arm Shield, the wings on the shoulders can rotate to form two modes: One is rotating to form glider wings on the backside for flight motion. Two is rotating to cover arms to act as a protective shield on each side or place both together for better cover defense against attacks. Talon Claws, the sharp claw nails can slice through bedrock & slash against other targets. Winged Crossbow, style like a crossbow with feather wing features capable of firing energy shots.

 **Bio:** Back on Cybertron, he was rank as a 1st Sergeant in military standards after having more experience leading teams in dangerous missions. His sharp tactical skills and brilliant charisma, he's very much a natural choice to a Maximal Unit to victory. Being a bot of action, he maintains a rigid discipline in keeping himself fit and in top fighting condition that he's virtually unbeatable in combat. If he had any faults, it's just that he's gotten too used to the military life, he now finds it hard and awkward mingling with his troops on leave. But even if he takes his duties seriously, there is a side to him in having some fun. After Optimus Primal viewed his expertise, he decided to have this bot be the perfect leader for the Fuzors since they were Maximals that had a mixture of two animals and needed help in different areas.

 **Noted Fact:** Picture the Personality is like Duke from the 1983 GI Joe TV series with a little bit from Duke from G.I. Joe Sigma 6 TV Series.

* * *

Man oh man, things keep heating up of what's new that really gets one's attention. The next chapter, will REALLY grab everyone's full attention. News of discovery perks everyone's interest when after the Planet Buster's destruction, Cybertron may soon detect it's origin to track it down, as both Maximal and even Predacon may have learn of such things. With such info that the Maximals from Cybertron may soon arrive, Megatron uses the Golden Disk to learn that records of the future are stored inside, and if things are change to alter reality, Megatron could wield the power to Change The Future! Soon the Predacons prepare to destroy a major event in history in Nexus Earth involving new human beings different to the current ones. Dinobot having witness the terrible evil unfolding he alone with only the Lyoko Warriors and New Warriors to back him up, must be ready to face one's destiny. And in the end, Dinobot will have to make the Ultimate Sacrifice to save those who are still to come, by going above and beyond the call of duty. So stay tune, this is an event you won't wanna miss out…


End file.
